Fairies in a world of Aliens
by diamondholder
Summary: this is what i think would happen if some of the strongest members of Fairy tail would be thrown into the events of ultimate alien and omniverse. main pairings will be BenXMirajane, KevinXLisanna, and GwenXNatsu rated m for later chapters.
1. fairy land

**Hello my fellow readers, writers, and people who have been enjoying my works thus far I'm back with not only a new chapter but a completely new story. This is the story I've been most raring to write for a while now. As you would know since you're searching for stuff like this unless you got this as a notification in your Email that a new story has been posted by Diamondholder in other words unless you read the whole email then you wouldn't know what this is**

 **Basically, it's what I feel would happen if some of the wizards from the Fairy tail guild was to find themselves in the world of Ben Tennyson and the whole world of Aliens. Now before you all start formulating theories that I'm going to be having the whole Fairy tail guild sucked into the world I'm not it's going to be specifically Natsu, Grey, Erza, Mirajane, Lisanna, and of course my personal favorite Lucy. I'm thinking about this starting near the beginning of Ultimate alien and the only reason for that is because that is by far my favorite series in the Ben 10 franchise.**

 **I'm thinking of it beginning by replacing the episode deep because while it was somewhat cool with how Ben saved that planet I wasn't really into that episode. So basically, we're going to be having Aggregor going to Earthland however this will be before the tenrou island arc takes place that's just to show who will be in this story from Fairy tail.**

 **The last thing I have to say is that in this story Kevin won't have full control of his powers but will still be able to cover himself in materials and absorb a little bit of energy which I will have a plan for that in the future of this story. I have no idea other than that of how this story will turn out but let's get this show on the road because I have nothing else to add and I feel that I've rambled on for long enough.**

(planet earth, Bellwood)

as the scene opens up we see three teens leaning against a green sports car with two black stripes going over the length of the car drinking from cups with faces on them in a parking lot of an establishment called Mr. smoothies. They are two guys and one girl the first guy had onyx hair, the same color of eyes, and was wearing a black muscle shirt with what appeared to be a grey undershirt, blue jeans, and black combat shoes, and his name was Kevin Levin.

The girl had striking red hair, shockingly green eyes, was wearing a red shirt, black skirt, brown stockings, and black Mary jane shoes, and her name was Gwen Tennyson. The final guy had brown hair, striking green eyes, was wearing a black shirt, blue jeans, normal tennis shoes, and a jacket with a number ten over his left breastbone, his name was Ben Tennyson.

Just as they were starting to head to the car in order to go somewhere else a weird watch on Ben's wrist started beeping. The watch was more of a gauntlet that covered most of his forearm and had four green pipe looking things starting at the back of the gauntlet connecting to the front of the gauntlet. The most peculiar feature of this watch was that it didn't tell time and in place of the clock part there was a green and black hourglass figure.

Ben turned the faceplate a quarter of the way around and said "what is it" and a voice said "while I don't understand what you'll do about it I have been instructed to report any sighting of a being called Aggregor to you." Ben said "where is he" and the person on the other end said "he's on a small remote planet that is a lot like earth a few hundred years ago called Earthland."

Ben said "thanks for the tip Magister Heartfilia we'll be there shortly" and she said "just don't bring that giant ship that Levin has made I don't want you three to ruin the peace that I've worked so hard to keep here." Kevin then toned in and said "we don't plan on flying there" and Ben turned to him with a questioning look on his face.

He said "Magister where are you right now" and she said "I'm currently in the home that I'm renting on this planet." He went to his trunk and pulled out a small device and said "this teleportation cube will get us there almost instantly." She said "no that is a level 6 technology earthland only has level 1" and Kevin said "don't worry your pretty little head no one will be able to get it from me."

Gwen said "how about instead of breaking the laws of earthland I teleport us" and Kevin said "no that's too far for you to teleport without any negative side effects." Heartfilia said "actually this is a world that is highly dependent on magic so if you were to teleport here if your powers are magic based you could possibly teleport here without any negative side effects."

Gwen got a smug look on her face and said "see" and Kevin said "we'll be there as soon as we get our plumber suits on because while Gwen would only gain power there we have no idea what effect it will have on us." Magister Heartfilia said "actually I'm a human just like you two so if you were to come here unprotected from those suits then there's a good chance that you would only gain the ability to use magic."

Kevin out of excused said "let's just go" and we gathered around Gwen and she formed an orb of transparent magenta energy around us and they instantly felt our feet leave the ground. In almost an instant they felt their feet hit solid ground again only almost immediately after that they fell over on top of someone and the rest fell causing there to be a pile of tangled up bodies.

After getting themselves untangled everyone was standing Magister Heartfilia in front of the other two and Kevin said "so how did someone so young not only get past the plumber tests and everything by also get promoted to magister while off world." She said "as I'm sure you know there was someone who was considered a prodigy at the plumber academy and graduated in just one year when normally it takes 5 years."

Kevin said with disbelieve on his face "so that was you" and she said "yep" and he said "okay name at least 3 different types of level 5 technology." She said "easy the first one is what that group obsessed with a mixture of the middle earth and technology called the laser lances, another one is a fusion grenade, and the final one is a tetramand engine block."

He said "okay I believe it now" and Gwen said "I know the files said that you gradated the plumbers academy at a young age but it doesn't specify so since reading those files I was wondering just how old you were when you gradated" and she said "when I graduated I was 12." Kevin said "so since that was 5 years ago you're 17 now" and she said "of course I mean it doesn't take a rocket scientist to figure that out however I hear that you're good with motor vehicles."

He said "Well not to toot my own horn but I pretty much made my car from scratch with multiple pieces of alien tech." she narrowed her eyes and said "so what level of technology would you rate your car" and he said "well with the pyronite heat resistant wax, the tetramand engine block, and the pieces of tech I've gathered over the years I would put it at a level 9 tech."

She said "you are aware that most tech on earth is only level 2 right" and he said "yeah I mean before I joined up with Tennyson here I was dealing in illegal tech that was at least level 5 so I should know." She sighed and said "you lucky that you're an official plumber even with that little scratch of you impersonating a plumber early on" and he said "that was just a misunderstanding" and she said "not from the reports I've read anyway why is it so urgent that I contact you about this Aggregor."

Ben responded "sorry but that's classified" and she said "if you want my help apprehending him then you need to tell me what he is after" and Gwen said "that doesn't matter but we need you to take us to the single most important thing on this planet." She sighed again and said "fine" and she headed outside and the three followed her to what appeared to be a bar."

Kevin said "what we're looking for is in a bar" and she said "it's much more than a bar but essentially this is a guild hall which guilds are groups of wizards in this universe who band together to find work and trade information." Gwen said "so these guilds are how the magic users in this world make money" and magister Heartfilia nodded and led them inside."

She walked up to a redhead whose hair put Gwen's to shame and the three followed her and the young magister said "hey Erza remember that one thing I asked you to keep in your pocket dimension a few weeks ago" and she turned away from what looked like strawberry cake and said "yes" and she said "I need it now if possible" and she opened up a small portal and thrust her arm inside of it.

After a moment of feeling around for it she pulled something out and said "this may seem like just an ordinary piece of rock but in this world, it's the most precious material." Just as she was about to hand it over the front of the guild hall blew open and once the dust settled a being with hulking yellow arms, what looked like the underbelly of a turtle, a necklace with three silts in it made of metal, red legs dotted with grey dots, and a blue head said "so after all the time searching for this piece and I have found it."

Ben said "yeah and you're not getting it" and he said "what makes you think you can defeat me this time Tennyson" and he said "because last time it was just me pounding your face it but now I have backup instead of people trying to stop me." Aggregor laughed and said "please your cousin is pretty much useless since galapegasus's people are immune to mana attack and the osmosian hatchling is too weak to so much as hurt me."

A voice which belonged to an old man appeared behind them and said "while your main business is with these three strangers to us you made it our business when you destroyed the guild hall" and he said "please all I did was make the doorway bigger if you really want me to destroy it I could do it if that's was you're asking." Just as the old man was about to respond a pink haired young man said "oh yeah, I think you're bluffing" and magister Heartfilia just covered her face with her hand and said "now's not the time Natsu" and he said "What are you talking about."

Just as she was about to respond Aggregor said "I'll show you just an ounce of my power" and he gathered a small amount of energy in his hand and tossed it onto the floor of the guild hall. A few seconds of nothing happening and new boy Natsu said "looks like it was a dud" and he charged at Aggregor and that's when the orb of energy blew up destroying the whole building.

When the smoke cleared the guy Natsu who was charging toward Aggregor at the time was lying at his feet unconscious and the old man from before said "how dare you kill one of my children" and he said "the boy had it coming I mean seriously who runs up to an activate energy grenade." The old man turned to Ben and said "you may have been the one who had the most business with this guy but since he murdered one of my children I propose a team up." Ben said "sounds good" as he was getting ready to dial in an alien.

Kevin turned to the beautiful white-haired barmaid and said "do you have any metal around here" and she said "levy could you conjure up some iron" and Kevin said "if you can conjure up any material make it taydenite" and Levy said "are you talking about that greenish crystal stuff that crashed into the center of fiore back when earthland was still young."

Kevin said "I don't know the history of this planet but sure" and Levy spelled it up in the air and it suddenly fell to the ground and created a small indent into the ground. Kevin placed his hand on it and suddenly his body got covered in the material while Gwen lit her hands up with mana. Ben turned the dial of the Ultimatrix and scrolled through until he saw the hologram of what alien he wanted.

The slammed it down and after a blinding flash of green light he was turned into a 30-foot-tall brown dinosaur and with the weird hourglass symbol on his chest. After the flash died down he said "Humungosaur" and Aggregor said "please you couldn't hurt me with that form before" and Ben said "I know which is why I'm going ultimate" and he turned the dial again and the core popped out showing the circuitry lines along it.

He pushed it in and spikes appeared in the four corners of the symbol and the dinosaur was engulfed in another flash of light which changed him into a dinosaur with a black chest, the rest of his skin green, and a wrecking ball. He shouted out **"Ultimate Humungosaur"** and after the light show he formed his hands into what looked like rocket launchers and firing them at Aggregor after Kevin got the unconscious Natsu out of the way" and after he was done firing the rocket launchers he turned his hands back and ran toward Aggregor.

after a few seconds of charging Ben made contact with Aggregor's face and kicked up a dust cloud and after a moment came flying out of the dust cloud. Just as Ben was about to get up the old man said "let us handle this" and a guy who only had his underwear on put a hand on his other hand and said "ice make: lance" and Many sharp projectiles shot out of a magic circle toward Aggregor.

The projectiles shattered against one of his arms and the guy said "how is that even possible" and Ben said "none of you can defeat him. Leave this to me" and the old man said "he messed with our guild hall and therefore messed with out guild. We are going to do what we can to him and then he's all yours" a busty brunette pulled some cards out of her pocket, a guy who was sitting at a table drinking what Ben's team assumed to be beer ignited his hands in purple flames.

A person with a way out of style hair puffed his pipe and pinkish smoke came out of his pipe and formed a fist, a guy with ginger locks touched a finger to a ring on his finger and a magical circle appeared waiting for him to do something, and finally the old man increased his size to almost impossible proportions and said "fairy tail charge" and they all ran forward.

As the old man slammed a fist down on Aggregor he merely got up and threw the old man away and then deflected the cards and smoke with one of galapegasus's wind attacks. The guy with purple flames starting using them to circle Aggregor while the redhead who Ben hadn't noticed yet charged at Aggregor in a somewhat revealing armor.

It was a completely silver armor with just the top covering her overly large chest, silver wings that expanded from either side of the back, and a long flowing skirt that covered everything to her ankles. As she got closer to Aggregor he broke free from the fire bindings and grabbed Erza by the neck and he said "is this seriously the best protection that this piece of the map of infinity has."

Just as he finished saying that a dark voice behind him said "if you don't put her down I'll show the true power of Fairy tail. I may not know anything about this Map of infinity thing that you were just babbling about but I won't let you hurt my family and just get away with it. He then charged up a fire around his hand and jumped up into the sky and shouted **"fire dragon iron fist"** and instead of being effective he just got knocked away.

Aggregor then noticed the piece of the map on the ground and said "I'll take this be grateful that I am because if I were to stay longer I would kill you all" and the Gemstone turned into something that looked like an ancient stone and a quarter of an infinity symbol. He then took off into the sky however as he was flying off Ben still in his ultimate Humungosaur form shouted at the sky **"AGGREGOR"** and after breathing heavily for a second he said "I can fix the damage he did."

The old man said "how" and Ben replied by tapping his Ultimatrix symbol and after reverting back to his Humungosaur form he transformed again into a being that looked like a clock. He then started turning the gear on his head around and around and after a moment the guild hall was completely restored. He said "we have to go after him again" and Lucy said "I'm coming with because from what I've read about the map of infinity when I was studying to become a plumber if he were to get all the pieces then no one would be able to stop him from ruling the universe."

Kevin said "if you want to we're leaving now" and Lucy said "so are any of you guys coming with me" and the guy who ignited his fist on fire and almost headbutted Aggregor said "I will" and the guy who shot the ice projectiles at Aggregor said "I can't let flame-for-brains here have all the fun." The redhead who had been wearing the revealing armor said "someone has to keep those two in line."

The girl who Kevin asked if there was any metal said "if we're going to a different world then sure" and a woman who looked so much like the one who joined first said "if my sister is going then so am I" and Gwen said "okay is there anyone else" and no one else said anything Lucy said "okay take us to earth's mostly abandoned plumber's base" and the group of 9 teleported out of there in a flash of magenta light.

(earth, mount Rushmore's plumber base)

A magenta energy sphere appeared out of nowhere and shortly after it faded there were 9 people standing where it was at first. the person in the middle of the group wobbled on her feet for a second and then began to fall to the floor. However, before she hit the floor Kevin caught her and carried her off to the living quarters in the plumber's base.

Ben then said "so if you 5 don't mind me asking why did you decide to come along with us" and the one called Mira spoke up and said "because this Aggregor destroyed our guild hall and we want revenge on him for our hurt comrades." Ben said "well if you all want to help in the fight against Aggregor for it to be official you're going to have to become plumbers.

Normally that would take years at the plumber's academy I mean just ask Magister Heartfilia right here" and she toned in and said "yeah it's true the only reason I'm the third highest rank is because I got into the plumbers at an early age is because my true father was a plumber and when he died on duty I had to fill in since this was when earth along with the entire universe was in danger from the highbreed."

Kevin who suddenly appeared in the room and said "so if you knew about the highbreed operating here why didn't you help take them down." She responded "Because before I could report to the other magisters the highbreed captured me and held me captive as a last resort in the event their final plan failed them.

However, it was only recently that I was released because of the current highbreed supreme hadn't known about the underground cells." Kevin stood in place shocked and said "how did you survive" and she said "some of the highbreed were still loyal to the previous highbreed supreme and kept me alive until they were about to start their rebellion and after getting freed I had landed on earthland and got stranded there because the ship on the way back here malfunctioned."

Lisanna said "so back onto the topic at hand here why did you tell us it would be needed for many years to become a plumber." Ben said "well after I test all of your full powers at the same time with Magister Heartfilia's permission of course I will be drafting you as temporary plumbers until we catch and defeat Aggregor."

Natsu said "so are you going to be doing a takeover like you did in the guild hall" and Ben responded "first off I have no idea what a takeover is and yes I will be transforming into one of my stronger forms and you all will charge me at the same time. Only then if you surpass my expectations I will be drafting you and if you want to stay on as plumbers then you will have to go to plumber's academy after we defeat Aggregor."

Erza said "so all we have to do is defeat you" and Ben replied "something like that" and she said "very well show us what you'll be transforming into first. that way we would see what we're up against and since you've seen our abilities it would be fair that way." Ben responded "okay if you really think you can take me" and he activated the Ultimatrix and slapped down onto the faceplate and was engulfed in a bright green light."

After the light faded away standing in his place was a giant version of what appeared to be a tiger on its hind legs, long sharp claws extending from his knuckles, with the hourglass symbol on his chest and green eyes and he shouted out "Rath. Erza observed him for a moment and said "I've taken down bigger and fiercer creatures then you before" and charged at the tiger alien.

Just before her sword made contact with him he grabbed it in his hand and said "let me tell you something aggressive redhead, who wears armor as if they were normal clothes Rath is not something that you can take down I'm bigger and fiercer then anything you've taken down" and he snapped her sword in half and kicked her back into the group.

She got up and said "Requip" and her armor changed into a suit she calls her adamantine armor and she said "if you can break through this shield I will admit defeat" and he said in a low growl "challenge accepted" and he charged forward and jumped up and sliced the armor down the middle and then kicked her into a wall and her armor disappeared and she pulled herself out of the wall and said "fine you win against me."

Natsu said "I'm up next I'll show everyone here that I'm stronger than Erza" and Ben simply nodded before hitting the hourglass symbol on his chest. after the green flash in his place was standing a blue moth man with a blue cloak looking thing wrapped around itself. He shouted out "Big Chill" and Natsu said "here we go **fire dragon's Roar"** and Big Chill just phased when it was about to hit him so that it would pass harmlessly through him.

He then turned completely invisible disappearing from their sight and then he snuck up behind Natsu and said "boo" in the eerie spectral voice. Before Natsu could react, Big Chill shot his ice breath at Natsu completely freezing him." Just as Big Chill was about to ask who was next the ice shattered which he phased so that he could make it so that the shards wouldn't hit him.

Natsu said "that was pretty sneaky but pathetic ice like that won't phase me Grey's ice is stronger than that." Big Chill then said "well obviously we're both at a stalemate since you are able to shatter my ice that I encase you in. however that being said you're only facing regular big chill" and Natsu said "what do you mean by that" and Big Chill said "I can go one step further."

Natsu said "so my theory was right" and Big Chill said "what do you mean" and Natsu said "I suspected that you weren't going all out. I mean if you can make that one dinosaur guy bigger and stronger it would make sense that you can make this guy stronger." Big Chill cocked an eyebrow (if he even has any) at Natsu and said "so you want my full power."

Natsu said "hell yeah because if I beat you as you are I won't prove that I'm stronger than Erza" and Big Chill said "very well" and turned the hourglass symbol on his chest a quarter of the way around and slammed his hand down on it. After another flash of green Big Chill was pretty much the same only with a flame color scheme and he shouted out in the eerie voice **"Ultimate Big Chill** well you wanted my best Natsu so here you go."

Ultimate Big Chill sucked in a lot of air and shot another breath attack at Natsu only instead of the breeze that came out before it was now a stream of fire. Natsu said "thanks for the snack" and tried sucking the fire into his mouth for him to restore his magical energy but instead of doing what he wanted it formed into a thick block of ice his legs and up to his stomach.

Ultimate Big Chill said "how does that feel" and Natsu said "how did you're flames not respond to my commands" and Ultimate Big Chill said "because it wasn't really fire." Natsu got a confused look on his face and Ultimate Big Chill stated "it's actually ectoplasm that takes the form of fire thus giving them the appearance of fire."

Still seeing the confused look Ultimate Big Chill face palmed and said "okay how's this it's fire so cold that it burns" and Natsu said "okay" and Ultimate Big Chill said "so are you going to admit defeat" and Natsu tried getting out of the ice for a moment and after failing he said "yeah however I want to fight you again after this is over" and Ultimate Big Chill said "you're on" and he phased himself and grabbed onto Natsu and pulled him out of the ice and placed him on the floor.

Ultimate Big Chill said "okay whose up next" but he got his answer by a projectile of ice shooting past his face and he turned to Grey. Grey said "I'm up next show me what you got" and Ultimate Big Chill smirked and said "okay" and he turned back into normal Big Chill and punched the dial again. After the by now familiar flash of green light standing in Big Chill's place was a humanoid that was surrounded by a metal suit with the slits where his face could be and he shouted out " **NRG"** in a Russian accent.

Grey looked shocked and said "What's so special about this one" and NRG said "if you want to know come and find out" and Grey said "gladly" and put a fist into an open hand and said "ice make: geyser" and in an instant NRG was frozen in a sharp pile of ice. Surprisingly they heard his voice from inside the ice and said "is this really the best you can do" and he shot some sort of heat based attack from the ice of the ice and it instantly melted.

Before either NRG or Grey could make another move, Lucy said "Ben transform into something else the radiation from that form could kill them." Ben then turned to Lucy and said "why do you think I'm keeping this form in the suit I'm not going to shoot radiation at them just when I need to break out of the ice."

Grey said "so you ready to continue" and NRG said "sure thing" and Grey said "I noticed that you used just letters for your name before we continue truly could you tell me what NRG stands for." NRG said "sure thing I originally thought about called him nuclear radiation guy but that pretty much gives him away so I decided on NRG so that it doesn't give away what he does."

Grey said "good to know" and he encased his arm in ice and after a moment his ice blade turned a blood red color" and NRG said "so it's a sword fight you want huh" and then he punched the hourglass symbol on his chest and after the flash of green light in his place stood an alien made of that green rock that Levi conjured up for Kevin, with a mix of a purple stone and he shouted out his name **"Diamondhead."** He then turned both of his arms into blades and both him and Grey charged at each other after Grey made another ice blood sword on his other arm.

Grey was at somewhat of a disadvantage considering diamondhead was taller than Grey however he was still going full force and after a moment of swords slicing at each other Grey jumped back and before Diamondhead could react he charged forward again and started swinging at his legs only for his blades to shatter against his legs.

Diamondhead said "seriously my skin is as hard as that stone that crashed into the middle of your country and you thought you would be able to slice my legs without your blades shattering." Grey said "I was thinking it might however since I'm clearly beaten I surrender." Diamondhead just as he was about to turn to the others to see who would be facing off against him next transformed back into Ben's human form.

Ben said "so are the rest of you as powerful as those three" Erza spoke up and said "while she hasn't fought in a while Mira is almost as powerful as I am and Lisanna is just behind Mira when it comes in terms of power." Ben said "okay then" and he turned to a wall and opened a hidden compartment and pulled out a pouch and dived his hand into it and pulled out three beans.

He tossed one each to Erza, Natsu, and Grey and said "take these and you'll completely heal since I know with Rath I went a bit overboard and I have no idea how resilient you two were against my aliens." Erza said "what exactly are these" and Lucy said "is that those senzu beans that the namekians farm and give us a certain amount as thanks for saving their planet from Vilgax."

Ben nodded and said "senzu beans heal all wounds, restore stamina, and makes it so you feel full for 10 days. However, I'm not sure if it will work on restoring your magical power" and Erza said "that doesn't matter because after a while our magical power will return of its own accord if this bean doesn't do the trick.

Natsu said "okay enough of this did we pass or not" and Ben walked over to another wall and pulled out 5 things that looked like badges and said "does this answer your question." He tossed a badge at all five and they caught it and he said "your honorary plumbers until we defeat Aggregor and bring him in however as I said before if you wish to stay on as a plumber then you will have to go through the training process."

 **Okay the first chapter done in the next chapter we're going to be covering the events of the episode that I believe is called where the magic happens. I will be trying to get these chapters out once a week however I'm not sure if I will be able to especially if they all end up the same length of this one which is 5522 words at 9 pages counting the first author's note.**

 **So until next time this is Diamondholder signing off I'm going to take a rest from typing this chapter all at once.**


	2. where the magic happens

**Hello my fellow readers, writers, and people who have been enjoying this story so far, I'm back with another new chapter. In this chapter we're going to be covering the events of the episode I believe is called where the magic happens however don't quote me on that. I've been looking forward to this for a while however I have been getting distracted quite easily (damn my short attention span).**

 **Anyway, I can't think of anything else to add but If I do it'll be in another author's note at the end of the story and all that good stuff. So now on with the show.**

"Talking"

" _Thought"_

" **Yelling"**

(mystic planet, mystic pathway)

We see a group of 9 people running after a familiar figure who is way too tall and is essentially an amalgam of various aliens from the universe. After a moment the figure stops and says something in a different language and the door opened for him. A bright pink glow emanated from the doorway and Gwen and the 6 people from planet earthland stopped for a moment while shielding their eyes from the glow while releasing a grunt of pain.

When Ben and Kevin looked back at them concerned Gwen said "keep going if he goes through the door we'll never find him again." Ben and Kevin ran forward but too late because just as they got to the top of staircase the door started to close only showing Aggregor's grinning face. As it closed Ben and Kevin were standing in front of it punching it and Gwen said "that's not going to work it's the door to anywhere you can't break your way through it."

Ben then transformed back into his human form and then said "okay so how are we supposed to go after Aggregor" and Gwen said "when he spoke the name of where he was going symbols appeared on top of the door does anyone remember them." Mira said "I do" and Gwen said "okay were you able to read it" and Mira said "no but I can write them down for you."

Mira pulled something that looked similar to a pen from her pocket and wrote the symbols in the air and Kevin said "that's a nifty trick" and Mira said "this is called a light pen it lets you write anything in the air." After a few moments of Gwen trying but failing the pronounce whatever the symbols said she said "for some reason this isn't working" and Natsu said "I say we go with Ben's original idea and just bust the door down" and Erza smacked him on his head and said "idiot didn't you hear Gwen it won't work."

Natsu said "we'll see" and he ignited his hands and was about to charge at the door when Kevin punched him on the head and said "Chill it dragon boy if Gwen says it can't be broken into it can't be she's the expert on this stuff." Natsu said "you really want to go let's go" and Kevin scoffed and said "I could easily kick your can half way down the street and back before you could even get a hit in on me."

Natsu said "let's test that little theory" and before it could escalate beyond mere trash talk Gwen said "Natsu calm down, Kevin stop provoking him." They separated from each other Gwen said "as I was saying before I had to break up that fight I think I know someone" and Ben said "but you don't want to ask them" and Gwen said "no."

Ben then said "but you know how important catching Aggregor is so you're going to ask anyway" and Gwen said "I'll be right back don't start a fight with anyone Kevin" and she teleported away in a flash of magenta light. Kevin said "so you're doing both sides of the arguments now" and Ben said "Saves time" and shortly after Kevin said "why do you think she only told me to not start a fight" and Ben responded "I could not tell you off the top of my head."

(charmcaster's mansion, Bellwood)

Gwen appeared in another flash of magenta Gwen appeared in a library that she recognized considering she had broken into here many times in order to borrow books to try to find a way to turn Kevin back from his hideous form (Alien force season 2). Just as she was looking around for the person she was looking for she spotted them floating in the air reading a large book and said "Charmcaster I need your help."

Charmcaster just looked at her and said "well if it isn't little gwenny what a coincidence I was just thinking about you killing you to be specific." After redirecting a harmful blast that Charmcaster sent her way Gwen said "I don't have time for this as I said I need your help" and Charmcaster pulled a rod out her bag of tricks.

She then shot a beam from the staff at Gwen who blocked it with one of her mana shields and then propelled herself at Charmcaster and managed to disarm her while also knocking Charmcaster onto her front. Gwen was pointing the staff and Charmcaster and said "are you sure" and Charmcaster uttered a spell that caused the staff to turn into a snake which Gwen dropped from sheer surprise.

Charmcaster picked it up and shot a stronger blast at Gwen who put up a stronger mana shield and Charmcaster said "how dare you first steal my spell book and then 6 years later ask me for my help" Gwen said "we followed Aggregor to the door to anywhere he went to a place I couldn't pronounce the place was practically overflowing with mana."

At that it was charmcaster's chance to be surprised so surprised in fact she stopped her attack and said "take me to it."

(mystic path, door to anywhere)

As we join the rest of the team we see Kevin and Ben sitting on the steps that lead to the door to anywhere and they were playing a game that appeared to be 20 questions. As Kevin gave his first answer ben said "it's an incursion battle cruiser with ion drive" and Kevin said "how do you always guess so fast" and Ben said "Because it's always either a car or a ship."

Kevin said "not true sometimes it's a weapon" and just as he said that another flash of magenta light occurred and after it faded it revealed Gwen and Charmcaster. As Charmcaster walked over to the writing that Mirajane had wrote in midair with her light pen Lucy said "I've read you're file you do know the plumbers are looking for you almost all over earth."

Charmcaster said "I don't know who you are but I'm here to help" and Lucy walked over to Gwen and said in a hushed whisper "do you really trust her" and Gwen whispered back "I trust her to stab us in the back first chance she gets but we'll worry about that after she gets us to wadeta" and Charmcaster said suddenly "legerdomain"

Ben stated "wow you weren't even close" and Charmcaster said "actually she wasn't far off for someone self-taught legerdomain is what the natives call it. But the door only responds to the places secret true name which by the way is pronounced yowatocisif." The same glowing letters appeared above the door and the door opened to the dimension with a pink sky there.

Charmcaster said "after you" and the group of 9 walked into it with Lucy staying behind for a moment to whisper to Charmcaster "if you stab us in the back you're going to be locked up for a long time" and she walked into the dimension with Charmcaster entering last." She said "follow me" and they all walked behind her on the same path."

Gwen said "does anyone else feel that" and Natsu said "what the sudden power increase" and Gwen said "yeah there's so much mana here that it's making my teeth ache." Charmcaster said "what you're feeling is magic" and Gwen said "actually what you call magic has its basis in mana" and Charmcaster said "you don't know anything you're not mage you're an idiot savant."

Gwen said "what did you say" and Mira said "you know just because you are from here doesn't mean you get to call someone an idiot savant." Charmcaster said "oh and what gives you the right to talk as far as I'm concerned you and your friend that came here are in the same league as Gwen." Grey muttered "oh you shouldn't have done that" and Mira said "you can call me whatever you want but if you utter one more insult this is the fate that awaits you" and she turned into her demon form."

Before Charmcaster could respond the Ultimatrix in a monotone voice that sounded like ben said "uncatalogued alien DNA detected" and shot a yellow beam from the face plate. It started scanning Mira and after a moment the yellow beam dispersed and said "uncatalogued DNA scanned and available on playlist 5."

Charmcaster said "let me guess that's a form of possession or as they called it on your planet if I remember correctly a take-over." Mira said "yes and this isn't even my strongest form" and Charmcaster said "whatever let's get just keep going." After a few moment of walking Gwen caught up with Charmcaster and said "why are you so high strung all of a sudden."

Charmcaster sighed and said "the reason I know of this place is because my father sacrificed himself to let my uncle hex and myself escape from here. Unless he's been dethroned which, I doubt very seriously Adwatga is the keeper of the alpha rune which gives the being wearing it control over all magic." Natsu said "so what" and Charmcaster glared back at him and said "if you were to go up against him he could use any of your magics against you."

Natsu said "so what" and Charmcaster stopped and said "your magic is fire well he could easily conjure up water magic to stop it. He could probably come up with a counter for any of your magics." Just as Natsu was about to respond a flock of stone birds started diving toward them and just in time Gwen put up a shield to stop any of them from hitting any of the group."

Grey said "what exactly are those things" and Charmcaster replied "sckrewets they act as adwatga's eyes and ears" and Happy said "where are their ears." Natsu said "who cares we'll smash them anyway come on Happy and Happy said "aye sir" and picked him up and started flying away and Charmcaster said "don't fly the sky and earth aren't parallel here" and Natsu said "what do you mean."

Happy said "I think whatever it means is what's happening I can't tell which way is up and which way is down." Gwen shot up a tendril of her mana and in midair it split into two and one grabbed Natsu's ankle and the other grabbed Happy by his ankle and when she got them on the ground she said "why don't you try fighting closer to the ground."

Ben activated the Ultimatrix and after selecting a hologram slamming the faceplate down and after a flash of green light he was replaced by what appeared to be a giant white and yellow Armadillidae. He started rolling forward and through the sckrewets that were close enough for him to run through. While Ben was doing that Grey slammed a fist into his open palm and said "ice make: Lance" and shattered a few of the sckrewets.

Lisanna had turned into one of her many animal take-overs that strongly resembled a saber tooth tiger and started pouncing at the sckrewets while Mira was in her Satan soul form and was firing pink orbs of energy that were slightly stronger than Gwen's. meanwhile Erza was having her own problems since her skill was swordsmanship the swords were hardly doing anything against the sckrewets since she was aiming not to kill as was her normal style of fighting."

Ben shot forward opened up for the briefest of seconds and grabbed her and rolled up again and barreled his way through the sckrewets. After a moment of rolling around he opened up again and said "do you have a stronger armor with stronger weapons" and she said "maybe" and said "Requip" and she was bathed in a golden light and after it faded away she said "this is my lightning empress armor do you have an alien that can create an electric charge to give me a power boost" and Ben said "if the Ultimatrix cooperates I do."

He pushed down on the symbol on his chest and in a flash of green light he shouted out "Ampfibian" and was replaced with a floating light blue alien in color. He said "how strong of a lightning blast can you withstand" and she said "just give me your strongest blast this armor can take a lot of the blast and convert it into power that I can use" and Ampfibian said "okay hope this doesn't hurt at all or if it does not too much."

He shot a large beam of electricity into Erza's back and after a few seconds is shrunk down to almost nothing and the tip of her spear sparked to life and said "thanks for that" and shot the energy that she had absorbed with her armor and shot it at the remaining sckrewets which destroyed the rest of them. She changed back into her normal armor and said "that was almost too strong but the staff I was holding managed to absorb what my armor couldn't."

Ben said "sorry about that I wasn't sure how much you could handle so I just went with my weakest blast of electricity in that form." Erza said "that was your weakest" and Ben said "yeah it was" and she said "I am interested in your aliens when we have this resolved would you take me on in a fight." Ben said "after we stop Aggregor sure" and she said "and do you promise to go all out." Ben said "only if you think you can handle it."

The group started back on the path they were on before and Charmcaster said "you earthlander's magic is so different from normal magic." Grey replied "to us your magic is different" and all he received to that retort was a glare from Charmcaster. After walking for about another mile or so they came to a gap in the roadway.

Gwen tried to form a bridge out of her mana but it fell short and disappeared and she tried again with the same result. Charmcaster said "there are many of these here it's designed to prevent the inhabitants from going where they are not welcome and it's called a mystic sinkhole no one can bridge it." Mira said "normally I would suggest me and Lisanna just fly everyone over but with the sky and earth not being parallel we really can't do that."

Gwen said "you said no one could bridge it but what about two people with my power and your experience we should be able to bridge it. They joined hands and after a few seconds they had managed to bridge it. (wow I've been saying bridge a lot) the rest of the group went across it and Gwen and Charmcaster were bringing up the rear.

After everyone was across and they looked back they squealed like most girls their ages and hugged each other. After an awkward moment of them not noticing who they were hugging they broke apart and Gwen said "right you want me dead" and Charmcaster said "maybe just badly hurt" and Gwen said "well it's a start."

After walking for about another mile or so they came upon what appeared to be a cross between a castle and a bunker. Natsu said "so that's they place let's smash it" and a voice said "you will do no such thing you peasant." The voice belonged to someone who looked like an older Geochelone Aerio who was floating in the air and Ben said "huh looks like a terraspin."

The old terraspin said "don't even compare me to those weaklings I am stronger than all of them thanks to this" and he touched a relic around his neck. Charmcaster said "the only reason you have that is because you killed my father and took it from him isn't that right Adwatga" and Adwatga said "I didn't kill him but it was someone who took the alpha rune after killing him.

I just killed the guy who killed your father and then took the alpha rune for myself" and he then shot a beam of pink energy out his hand right at Charmcaster. Before the blast hit she felt someone push her out of the way and when she got up she looked at where she had been and saw that it had been Grey that had pushed her out of the way and that he was now encased in a pink crystal-like substance.

Natsu after watching that turned to Adwatga and said "the only one who can kick Grey's ass is me" and he charged in toward Adwatga with his fist ignited. Adwatga said "so you wish to join your friend as one of my lawn sculptures very well" and he shot a beam of energy at Natsu who nimbly dodged and jumped up and shouted **"Fire dragon sword horn"** and the attack had hit Adwatga who had fallen to the ground."

Natsu said "Are you ready to give up" and Adwatga said "hardly" and shot another beam at Natsu who didn't have time to dodge it this time. However, before the blast hit a giant purple crystal creature with six spikes coming out of its back, skinny arms and legs, and a spike coming out of its head jumped in the way intercepting that blast.

As he was apparently absorbing the blast the creature shouted out **"Chromastone"** and Natsu said "that's you right Ben" and the newly named chromastone turned his head and nodded." Natsu said "okay let's do this" and Ben shot multicolored beams at Adwatga which knocked him back onto his back and Natsu then shouted **"Fire dragon's roar"** and put his hands to his mouth like a trumpeter and shot out a large beam of fire from his mouth and an orange magic circle.

Just as Adwatga was getting up from those attacks seemingly unfazed there was a large blast of purple energy coming from around him. Before anyone could react, he shot it out from all sides and rose a large plume of smoke from his attack just then. After the smoke started clearing it was obvious what that attack was meant to do- paralyze everyone is purple stones.

However, instead of doing what it was supposed to do it had left two people unparalized at the cost of one of their strongest fighters. Standing in front of Ben and Natsu was Erza who had her entire body from the neck down encased in the purple rock. Ben said "why did you do that I was more than capable of defending both myself and Natsu since this form can absorb mana based attacks."

She said "because in this fight only a few of my armors would have allowed me to get up to where he was and most of them are not made for battle." Ben said "still you could have protected yourself behind a rock or something" and she said "I have no use in this battle it's all you two now" and Adwatga said "that's quite enough sentiment considering I'm already feeling sick from it so now it's time for you to be quiet."

He then shot a blast at Erza's uncovered head and it was almost instantly covered in the stone and Natsu was trembling not from fear but in anger." He said "Ben you said that form can absorb mana based attacks right" and Ben said "yeah why." Natsu said "Because while you try to figure out how to free everyone I'm going to take on this turtle faced asshole."

Ben said "so basically what you're saying is that you want me to leave him to you" and Natsu said "yeah" and Ben said "go at it then" and Natsu said "you don't need to tell me twice" before he charged forward. Ben then started thinking about how to get through the mana-created stone that was covering his friend's bodies.

He came up with an idea and then placed a hand on where Erza's shoulder was covered in stone and then focused the most he had ever in this form to unlock its true power. However instead of that actually working he only noticed small pieces of the stone falling off her body and he said "well if normal chromastone isn't enough I guess it's time to go ultimate."

After turning the symbol on his chest, a quarter of the way around he punched it with his hand and after a flash of green light he was looking quite different. While his body was still the same colors it had increased in mass and was looking quite a bit like Diamondhead with two spikes protruding from his back, a small valley of spikes from both of his shoulders, and the two protruding from his chest were sharper than they were before.

He looked at himself and then focused his powers in this form and a few moments later the stones around Erza along with everyone else started to fade away. He said "huh I knew this form would be powerful but I didn't know it would be that powerful" and a voice that he recognized all too well behind him said "actually that was my doing.

All I had to do was defeat this Geochelone Aerio with a blast of electricity and take the alpha rune and restore it to the normal look of the third piece of the map of infinity." Ben turned around and saw Aggregor who had Natsu by his neck and in his other hand he was holding his third piece of the map of infinity.

Aggregor then flew up over a canyon while still holding Natsu around the neck and said "it's your choice Tennyson if you come after me to get this piece of the map of infinity then this young man dies on the spike below. However, if you save him I will get away so it is all up to you" and he dropped Natsu who was unconscious, most likely from the lack of air flow to his lungs, over the canyon while flying away.

As expected Ben jumped over the canyon using his super speed flying as Ultimate Chromastone to go over the canyon and grab Natsu before he got impaled by the spikes. After he sat Natsu down he looked to the sky to see if he could locate Aggregor but he couldn't so he transformed back to his normal chromastone form.

After Natsu woke up and started trying to find Aggregor to try to defeat him again Chromastone said "he's gone Natsu." Natsu said "we have to go after him" and Erza said "we will however we have to get out of here first" and that was when Adwatga woke up and said "the alpha rune you thieves kill them all" and Gwen shot up a shield of mana around the whole group.

At this point the shield was surrounded by not only those sckrewet things but also giant stone monsters and Natsu said "if they want to fight let me at them." Charmcaster said "actually I agree with this moron this is the chance to free the people from Adwatga's tyranny." Chromastone said "now is not the time for that we stop the universe from being destroyed and then I promise we'll come back and free your people but we need the door now."

Charmcaster sighed and said "I need a little bit of time" and after a few moments of her using a spell that required her to speak the incantation out loud the door appeared and opened showing them where they had entered it. The entire group with the exception of Charmcaster ran through the door and Gwen said "Charmcaster come on" and the just looked at them with determination in her eyes.

Natsu said "oh no you're not staying there" and charged toward the door in an attempt to force her to go back with them she just blasted him back and the door closed. Mira asked "why would she stay behind in such an awful place?" and Gwen said "because she's going to free her people" and Mira said "if only she were to wait for us to stop Aggregor we would have been able to help her."

Gwen said "she didn't feel like waiting it's just her style" and Natsu got up and said "open the door again so I can pound her face in for blasting me and then bring her back here." Gwen was going to do so until she saw that the writing that Mira had done with that light pen was gone. Just as they were about to leave after Ben transformed back to his human form but there was a beeping coming from the Ultimatrix.

 **And I'm going to leave it off there for now I know that I'm forgetting at least one of the things that they had to fight in legerdomain but I can't remember what it was for the life of me since It's been over 5 years since I've seen any episode and mind you I watched the series from start to end. Anyway, in the next chapter we're going to be covering the events of the episode Perplexahedron and yes, I know I butchered the name probably. Anyway, this is another long chapter with 4272 words and 7 pages so until next time this is Diamondholder signing off.**


	3. perplexahedron

**Hello my fellow readers, writers, and people who have been enjoying this story so far, I'm back with another new chapter. In this chapter we're going to be covering the events of Perplexahedron with some noticeable differences but instead of coming right out and saying them like the old me would have done I'm just going to have it so that you have to read what those differences are.**

 **I've blabbed on long enough so without further ado let's get this show on the road.**

"talking"

" _Thought"_

" **Yelling"**

The group was about to leave but after Ben transformed back into his human form the Ultimatrix started beeping. He turned the dial and on the faceplate and it stopped beeping and Gwen said "so what's the plan" and Ben said "I'm thinking" and Kevin said "we are in trouble." Gwen said "let's think about this we know that Aggregor has 3 of the four pieces of the map of infinity."

Ben replied "we know this" and Kevin said "it's true every time he got one we were right there getting our butts kicked" and Gwen said "I mean let's try to learn something from our losses to prevent it from happening." At this moment the Ultimatrix seemed to activated by itself and a hologram of the creator said "learn something I only expect to live another 3000 years I don't have time for you to learn something."

Natsu said "I didn't know the holograms on your watch could talk" and Gwen said "they can't this is actually call from the creator of the Omnitrix at first and then eventually this Ultimatrix." Natsu had a look on his face that said that was Gwen had said went right over his head and Erza decided to dumb it down for him.

"what she's saying is that this is the person who gave Ben the power to turn into different species" and Natsu said "well why didn't she just say so" and everyone with the exception of Natsu facepalmed. Ben said "Azmuth I have some bad news" and he said "yes you have let yet another piece of the map of infinity fall into Aggregor's hands your ineptitude-"

Kevin interrupted "harsh" and Azmuth continued "what is harsh is the consequences of your repeated failures. While you went about saving mere planets Aggregor is closer to going to the forge of creation-" this time it was Gwen who interrupted "which you still won't tell us anything about. Azmuth continued "it is beyond your comprehension all you need to know is that if he gets the last piece of the map it will be a disaster on the galactic scale."

While Azmuth was saying that Ben was fiddling around with the faceplate and muttered "I bet I could project you on the wall." During his fiddling the hologram phased out for a moment and as soon as it came back on Azmuth said "Tennyson pay attention this is important." Ben replied "no it's not your yelling at us telling us how stupid we are that's not helping us catch Aggregor so it's not important."

Azmuth seemingly enraged said "Ben Tennyson" and then seeming to have let it go "you are absolutely correct" and Kevin inquired "he is?" and Gwen stepped up and said "he is" and Ben said "if you want us to stop him tell us how to find him." Azmuth said "I know where he's going" and the hologram opened its hand and in it was a spinning square.

"the Perplexahedron a place of my own design to protect the final piece of the map from all those who are unworthy I'm teleporting you there now do not fail the universe this time Ben Tennyson" and Ben said "no pressure." A blue light went over the group of nine and after another flash of blue they were in the rustbucket 3 which was currently flying through space.

After each of the group had sat down in the chairs Gwen said while looking at a monitor "Azmuth just teleported to a different Galaxy." Natsu said "so where's the thing that we're supposed to protect" and Gwen said "the Perplexahedron I don't think finding it will be a problem" and the ship was engulfed in a shadow and after looking at another monitor Lisanna said "it's huge nothing like the thing in Azmuth's hand."

Kevin said "so how do you think we get inside" and Ben said while looking out the front window "maybe we should ask him" and he pointed to where Aggregor was. Kevin pushed a button on the console and after a moment a crap ton of missiles launched out of the ship toward Aggregor and after they made impact the smoke cleared quickly to reveal that Aggregor had protected himself with a force field of sorts.

Kevin said "I'm throwing everything we've got at him but he's out of range" and Ben said "try to keep on him if Azmuth is right this place should slow him down" and after a moment they were able to see the side that Aggregor was trying to get through was firing a red beam at him and Natsu said "I can hear what he's saying."

Erza said "well don't keep us in the dark what is he saying" and Natsu said "What he said was exactly you cannot deny me I hold 3 quarters of the map behold" and just as Natsu finished repeating what Aggregor had said his cheeks puffed out as motion sickness got to him and another smaller beam this time blue shot toward the unfinished map and apparently was scanning it and at the time where the red beam was coming from started opening.

Aggregor smirked before heading into the opening and as soon as he went through the opening started closing and Kevin was heading toward the opening and Erza said "we're never going to make it its closing too fast" and Kevin said "I hope you're wrong" and he sent the thrusters to max and got into the opening and just before it closed they crashed into the floor and was sent skidding across the floor a little bit."

Kevin said "any landing you can walk away from am I right" and right next to him Ben was looking like Natsu was and Gwen said "I think you should set the bar a little higher than that." After they all disembarked the ship Kevin was examining it and after a few moments he jumped down from the top and said "she'll still fly probably" and Mira said "that's reassuring" and Gwen said "shouldn't there be a welcoming committee for trespassers."

Lisanna said "is it possible that Aggregor took care of them already" and Gwen said "I don't know it seemed like this place practically let him in so he may not have needed too." Lucy said "so which way do you think he went" and Ben spoke up and said "I think this way It's the only hatch in the landing bay" and they walked toward the door and Grey said "how do we open it" and just as he finished the door opened up automatically.

"well that's nifty alright" and Lucy said "yep nothing like on earthland am I right" and Grey said "I'm sure they could come up with it if they were to use a lacrima." After walking through the door, they were in another room that was exactly the same as the one before and Ben said "we should split up into teams of three" and Kevin said "that sounds good" and Gwen said "are you sure maybe we should stay together."

Kevin responded "two to one majority rules" and Gwen said "okay then what are the teams" and Ben responded "I was thinking I go with Magister Heartfilia and Natsu, Kevin goes with Erza and Grey and you go with Lisanna and Mira" and Gwen said "okay but be sure to activate the tracking signal in your badge and set it to the rustbucket."

Kevin said "Already ahead of you" and he was holding out his badge" and they walked into the door on the left" Gwen's team walked into the door in front of them and Ben said "Well we should head through our door" and they walked into the door on the right.

(with ben's team)

After separating from the team, we see the group going in a different direction each doorway they go through until they come upon a room where all the doors were locked. After Ben and Lucy had tried to open all the doors in the room and Ben said "I think they're all locked" and Natsu said "let's see how they stand up against me."

Natsu ran at the door that Ben was trying to open while igniting his fist on fire and shouted **"fire dragon's iron fist"** and when he made contact with the door the cracks around it lit up. Natsu said "what do you think that means" and Lucy said "maybe you made the door mad" and just as she said that a laser blaster opened up from the section above the door."

Natsu said "what is that" and Lucy said "a Galvan protoblaster level 10 tech" and Ben said "how deadly is it" and he was blasted at but managed to dodge just in time. When the small smoke cleared the hole in the floor made it clear to him and he said "very deadly got it however if it's lasers then they call for chromastone" and he pressed down on the faceplate which showed a hologram of chromastone.

After a blinding flash of green light instead of the alien they had seen in legerdomain a being that seemed to be made of magnets pulled together and formed a being with an iron head floating between his shoulders. **"lodestar** if you're going to give me the wrong guy all the time why do you even have a dial" and the laser blasted his head."

Natsu said "Ben are you okay" and the head floated back to where it was before and he said "yeah but that laser blaster won't be soon" and he shot magnetic waves at it but they did nothing. He said "okay why didn't that work" and Lucy said "I forgot to mention the Galvans don't make them out of metal they make them out of extremely resistant plastic" and Lodestar said "you could have mentioned that when you saw I turned into a being made of metal."

Lucy said "I might have something that will work" and she pulled out her key ring out of the hidden pocket in the plumbers suit that she was wearing but the blaster shot them and her back against the wall." Natsu said "turn into something stronger and throw me at it" and Ben said "it would do the same to you" and Natsu said "just do it" and Ben said "okay" and pushed down on the dial and in his place, was a hulking four-armed alien with red skin."

He grabbed Natsu and threw him toward the laser blaster and Natsu said "fire on my left hand and fire on my right hand combine them together and get fire dragon slayer secret art crimson explosion fire dragon blade" and the attack managed to destroy the laser cannon before three more appeared." as Natsu landed Ben said "how many more of those do you have in you" and he said "maybe one why" he asked completely obvious to the three laser blasters that had appeared after he destroyed the first."

Ben said "look at the walls" and then he noticed and said "okay can you take care of them" and Ben said "maybe" and Natsu said "okay you destroy them and I'll protect Lucy" and she walked up to him and said "I don't need protection." Natsu said "you're okay but how are you after getting shot by the blaster" and she said "the blast only broke the plumber's suit I had on" and she pulled out her keys and after picking one she said "okay open gate of the lion Loke."

After a bit of flirting with her as Loke usually did she said "just take out two of the blasters" and Ben transformed into Chromastone and said "got the one I was hoping for this time" and he waited for his blaster to shoot him and when it did it actually managed to knock him back a few feet but he managed to absorb it all and he said "let's see how you like being blasted" and he shot his beam at the laser blaster destroying it."

Loke got in the middle of the other two and shouted Regulus blast" and shot a golden light out of both his hands destroying the remaining two blasters. Lucy said "that was great Loke you can go back now" and he did only to reappear behind her and said "I'm not going to leave you in this dangerous place with just those two as protectors" and Ben while trying to ignore the barely disguised insult he said "how did you get here without Lucy summoning you."

He said "since I'm the leader of the zodiac spirits I used my own power to pass through the gate so that I don't use up her magical energy staying in this plane of existence." Ben said "okay let's just get a move on before Aggregor gets the final piece of the map" and they walked forward through another door that opened up for them."

(with Kevin's team)

After separating from the group and going left in the opening Erza said "we need to go back to the ship" and Kevin said "why" and she said "Because if there is anything we will need something more protective then my armors since most of them are more revealing then I would like." Kevin said "not a problem grab onto my shoulder both of you" and they did so and he knelt down and touched the floor covering himself in the material that it was made of.

However, instead of it just covering him the material also covered Erza and Grey and they said "how is that possible" and he said "because of the fact that I'm an osmosian" and Erza in her scariest voice said "isn't that the race that Aggregor is a part of." Kevin said "it is however I've already figured out how not to go insane just don't absorb energy in fact it was a rule of my race.

However, the only reason that Aggregor is like he is now is because he thought those were lies told by the powerful to control the weak. The reason I did it when I was younger was because I had no idea that would do to me so don't group me together with Aggregor." Erza said "I am sorry for insinuating that you were the same as Aggregor if you wish you may hit me" and Kevin was about to do so until Grey whispered in his ear "if you do she'll hit you back harder" and he said "just forget about it" and started walking toward a door.

Instead of the door opening before he got there it wouldn't and put his hand on it and instead of gently touching him like he did to it the door grew a fist and punched him in the face knocking him back. After it did that the door morphed into a humanoid form and he said "I got this" and he morphed his fists into maces and ran forward at the door and dodged it and managed to hit it toward Erza and Grey.

Grey froze it and after that was done Erza sliced into it in half with one of her many swords and it was completely destroyed after that double attack. Kevin said "well that was easy" and Grey said "you got that right" and Erza cut into the conversation "almost too easy I think we should keep our guard up until we get out of the death trap."

(with Gwen's team)

We were walking through the doors that were opening for us and after a moment I said "so what do you two do for fun" and Mira replied "I really don't have time since I cover the bar at the guild hall but in my spare time I do occasionally like going shopping." Lisanna said "same here only we usually don't have the same days off so I usually go alone or if one of the others want to I go with them."

Gwen replied "I'm surprised you don't take the guys you like with you to carry all the bags that's what me and Julie do all the time." Lisanna said "I do take Natsu sometimes but I don't think he usually wants to since he's usually out on a job when I take my days off and there when I'm working." Mira said "I would say the same of Laxus if he usually lounged around the guild hall" and Lisanna said "we should force them to go with us next time" and Mira said "yes we should."

The three of them walked over to another door however they almost immediately regretted it since Aggregor was on the other side. He walked past the three and said "a few of Tennyson's lackey hardly worth the bother" and Mira said "you may want to rethink that" and she turned into her main devil form and Gwen ignited her hands in Mana and Lisanna turned into a cross between a flamingo and a vulture.

Aggregor kept walking forward only for lasers to pop out of the wall however before they shot at him he destroyed them with his laser eyes. He walked into another room in which the whole room was covered in snow and was freezing cold." Gwen surrounded his body in a mana enclosure while Mira and Lisanna shot down at him however that hardly worked.

He swatted Lisanna away and then did the same to Mira and walked right through the mana enclosure and after Gwen shot him with some mana blasts he turned around and said "you three amuse me less and less" and he pointed both his arms at them and shot water at Gwen and Mira and then turned one of his arms on Lisanna before spraying her as well. He then turned around and said "now I have a map to find while you three have problems of your own" and as he walked away they were encased in ice.

(with Kevin's group)

They three were stuck in a room where there was strange green substance coming out of raised platforms on the ground. Grey was about to go over to it to freeze it and Kevin said "don't that's stuff's acid" and Erza said "it's melting the floor which is what our armor is made of" and Grey said "do either of you have a plan" and Erza said "I might Requip."

When the light faded from around her she was dressed in a top that left very little to the imagination and the same thing for the bottom. She was also wearing leggings that were dark blue in color with a green fabric trailing behind her this however removed the armor that Kevin gave her. She said "Grab onto my arms" and the two did as she said and she flew up and they went through a door that was opened for them."

(with Ben's group)

The three had just walked into another trap room which was currently trying to drown them and Lucy said "do either of you have a plan" and Ben said "as long as the Ultimatrix works I do" and Lucy said "that's not good enough" and she pulled a key off her key chain. "open gate of the water bearer Aquarius" and a mermaid looking being appeared with the sound of a doorbell.

The spirit said "what do you need now" and Lucy said "there's a door that's locked at the bottom of this room and I need you to break it down." The mermaid said "you call me just to break down a door" and she dived under the water and then appeared behind Lucy and absorbed some of the water from the room into her urn and then shot it toward the door which caught the group in the same whirlwind.

They slammed against the door and shortly after being stuck against the door, the door eventually broke down and the water was slowly draining out into the room they were now in. Lucy shouted at the mermaid **"you're not suppose to catch me and my friends in the attack"** and the mermaid ignored her and said "well I got to go I've got a date with my boyfriend" and she disappeared and Lucy said "you don't need to rub it in."

Ben said "beside that let's just try to navigate this 3d maze" and they walked to another door and it opened to them to reveal Gwen, Mira, and Lisanna all frozen in blocks of ice. Natsu said "I wonder what happened here" and through another door Kevin, Erza, and Grey came in and Grey said "I was wondering if we would meet up again."

Natsu ran over to him and punched him in the face which knocked him against the wall" and Grey said "what the hell was that for ash breath." Natsu said "why did you freeze the three girls icicle stripper" and he said "what are you talking about." Natsu said "in case you haven't noticed Lisanna, Mira, and Gwen are ice statues" and he said "while it is thorough this isn't my work."

Ben said "okay let's just thaw them out" and he turned into a plant guy and shouted out **"swampfire"** and he placed his hands on either side of Gwen's head and ignited the palms and she started thawing out. Natsu went to do the same with Lisanna but Erza said "why don't you just leave this to Ben since he's got more self-control then you."

Natsu said "what do you think I would do" and Grey said "knowing you it wouldn't be long before you managed to break one of them into tiny pieces" and Natsu said "I dare you to say to my face stripper" and Grey repeated himself and Natsu punched him again which sent him flying up to the wall. He jumped down and punched Natsu again only for him to land near Lisanna.

Ben said "why don't you two stop fighting now and start trying to figure out how to navigate this maze" he said while he was thawing out Mira. After he got the three of them thawed out Gwen said "how did you find us" and Erza bluntly stated "it was a complete accident." Mira said "that's how we ran into Aggregor" and then Ben turned back into his human form.

Lisanna said "no matter what we do we can't stop him he's just too powerful" and Ben said "well if we get the final piece of the map is here then I think I've figured out a way to get to it." Natsu said "how did you do that" and Ben replied "the guards" and Grey said "what about them" and Ben replied "they only appear at apparently random intervals the rest of the time of door open for us."

Erza said "unless they need to be closed for the traps to work" and Ben said "that's what threw me at first but then I thought what does a death trap need with guards. The only appear when you're going where you're not suppose to" and Lisanna cut in "Towards the map" and Ben said "exactly so to get to the map we just ignore any doors that open for us and only to through the ones we have to fight our way through."

This time instead of splitting up the team were walking together and combining their strengths to get through the rooms and the guards that appeared out of nowhere. As they were taking a small break Gwen said "Seriously three fire rooms in a row" and Natsu said "I don't see what the problem was" and Lisanna gently reminded him "yeah but you're immune to fire" and Grey said "wait you could have just ate the fire couldn't have you Natsu."

He said "well if we're pointing fingers here they why didn't you freeze the flames like you're always threatening to do to me" and he said "because I figured you were going into the center of the room to eat all the flames." Erza having enough with their argument walked right up beside them and slammed their heads together with only enough strength to get their attention and to make them stop arguing.

She said "stop your arguing we have a mission here to do" and they walked away from each other and Gwen pointed to Ben and said "you have a deadly robot spider on you" and he swatted it off and smashed it by stepping on it and said "another one the spider room was like 10 rooms ago" and after another guard they walked into a room with a skinny green being wearing a crown was sitting on a throne.

Natsu said "so what can you do" and he said "I do not intend to fight you young man I am the sentinel, protector of the final piece of the map of infinity. Max Tennyson has spoken highly of all of you" and Gwen said "you know my grandfather" and the sentinel said "only through legend professor paradox spoke highly of him we have won" and Natsu said "who is professor paradox" and Kevin said "we'll explain later."

Ben said "who is we" and the sentinel said "those who stand against Aggregor" and he got up and handed his crown to Ben and it shortly turned into the final piece of the map of infinity. The sentinel walked back over to his throne and sat down on it as the place started coming down. Kevin said "what's going on here" and the sentinel said "this place has served its purpose" and Natsu said "come on old man" and he said "no I will be fine go."

Natsu got a worried look on his face and slowly followed the rest of the group" and they were heading in what appeared to be a random direction and Erza said "how do you know which way our ship is without using your badge" and Ben said "it's the piece of the map it's like it just knows" and Gwen said "my badge is confirming it."

While they were running ben randomly stopped and quite thankfully no one tripped over him and Kevin said "what's the hold up Tennyson" and Ben said "I don't care what he said "I'm going back for the sentinel." Natsu spoke up and said "now you're speaking my language" and Gwen threw her badge to Erza and said "get everyone to the ship safely" and the team of three took off back toward the sentinel. and Mira said "why did they take the piece of the map with them" and Lisanna said "I don't know"

(with Ben's team)

They walked in on Aggregor about to kill the sentinel with his eye beams and Ben spoke up and said "if you want it come and get it" while holding the map piece out. The sentinel said "no" and Aggregor kicked the sentinel away and said "give it to me" and Ben instead of giving it to him activated the Ultimatrix and turned into a yellow and white alien that was large in both size and what appeared to be weight.

He rolled up into a yellow shield that came from the armored plating that was on his back and started rolling toward Aggregor to knock him against the wall. However instead of that working out Aggregor just swatted him away and Natsu started charging toward him and shouted "fire dragon wing attack" and Aggregor seemingly unaffected this this attack as well just swatted Natsu away.

Without saying something quippy like he normally did Ben just turned the symbol on his chest a quarter of the way around and pushed down on it again and after another flash of green light he was now the same being only dark grey and white with protrusions coming out of his armored plating that was on his body.

He rolled at Aggregor again and this time the ball had spikes coming off of it and Aggregor was too slow in reacting as Ben managed to pin him against the wall while Natsu was punching him repeatedly. Gwen shouted out "I got the sentinel let's go" and Ben shouted out **"I'm not letting Aggregor get away from me again"** and kept him pinned to the wall.

Aggregor managed to get one of his arms free and grabbed Natsu who was throwing a punch and swung him like a bat at Ben was got knocked away and the map piece flew out of hands and landed in front of Aggregor." He said "yes finally the ultimate power is almost within my grasp" and he flew up through the walls of the place and out into space." Ben transformed back and was pretty pissed at this but he didn't say anything and Gwen ran over to them with the sentinel still in tow and used her powers to encase the now 4 people into a mana shield that was protecting them from the harsh environment of space.

Gwen said "We've only got a few minutes of air" and just as she said that the rustbucket 3 came over them and Kevin said "you need a lift" and he opened up the landing bay and Gwen guided the shield into the bay. After Gwen got the sentinel and everyone else followed into the cockpit of the rustbucket the sentinel said "no it was the map that you were supposed to protect not me."

Natsu said "lay off it old man we wouldn't leave anyone behind even if we just met them" and he said "the universe is in danger all hope is lost" and those were his last words before he faded out of existence. Ben stuttered "I d-didn't know" and Natsu said "hey you're not the only one to blame that Aggregor got the final map piece I was right there fighting alongside you."

Kevin then chimed in "well whoever is at fault here it's game over Aggregor has the whole map" and Ben said "it's not a game and it's not over. I made a promise to save those 5 aliens and using their powers I'm going to do exactly what I promised" and Gwen said "yeah while Aggregor may have the whole map it doesn't mean we're just going to sit around and let him use it."

Mira said "we'll stop Aggregor from obtaining this so called ultimate power" and Lisanna said "yeah when Fairy tail works together there's nothing they can't do" and Natsu shouted **"oh yeah I'm all fired up now"** and Ben said "you better watch your back Aggregor because we're all coming for you."

 **Yet another chapter done and Jesus this chapter took way longer then I had hoped it would to write. Anyway, in the next chapter we're going to be covering the events of the episode titled Forge of Creation. Also, I am going to put something in that will make the Fairy tail mages more relevant than they are right now because while I know it's covered somewhat in this chapter and defiantly the first chapter the Fairy tail mages as they are right now don't hold a canal to Aggregor.**

 **I can't thing of anything else to add so until next time this is Diamondholder signing off.**


	4. the forge of creation

**Hello my fellow readers, writers, and people who have been enjoying this story so far, I'm back with yet another new chapter. In this chapter we're going to be going over the events in the episode of ultimate alien the forge of creation. I am going to say this now since I don't know how to spell half of what Paradox says in this episode I am going to be simplifying it so know he's not dumber then he is normally I just don't know how to spell what he says.**

 **Also I mentioned that I would be doing something to make the fairy tail mages more relevant than they are currently because quite frankly all they are to the more powerful villains\ in this such as Aggregor they can't even touch him very easily and with what I'm sure most of you know what's going to happen to Kevin in this chapter they need to become more relevant.**

 **The only other thing I can think of to add since this is a hard episode to keep up with since there are two Bens running around if it's the ten-year-old Ben I'll be saying young more thing i am sorry this is later then Friday but i had a friend come over and this frind is all into Xbox gaming so i really didn't have time so again sorry.** **Okay I've blabbered on for long enough so without further ado let's get this show on the road.**

"Talking"

" _Thought"_

" **Yelling"**

(author's input and location change)

(Galvan prime, Azmuth's tower)

we see the team of 8 standing in front of Azmuth and Azmuth pacing up and down however he eventually stopped and said **"you have failed."** Kevin said "harsh" and Azmuth continued " **you had 4 opportunities to stop Aggregor from reassembling the map of infinity. while I understand 5 of you joined after the first failed attempt that still doesn't exclude you from some of the blame.**

 **You 5 had 3 opportunities while these 3 had all 4 but you all still failed because Aggregor bested you"** and Ben cut in and said "while you're doing the recap you might want to mention all the good we did while chasing him." Gwen said "yeah we helped a lot of people" and Lucy cut in and said "including most of the Fairy tail guild on earthland."

Azmuth said **"trivialities while you dithered about saving mere planets Aggregor gathered the means to travel to the forge of creation and obtain the greatest power in the universe."** Ben said "it does sound bad when you put it that way" and Natsu said "we'll still stop him yet just tell us how to get there and we'll kick his ass" and Azmuth said **"I don't know where it is that was the whole reason for hiding it"** and he slumped in defeat and said "all is lost."

Mira then said "from the time I've known you which hasn't been very long Ben I know that you have plan" and he said "I've got a transformation that can find the forge of creation and stop Aggregor." Gwen said "are you sure about this Ben" and he said "I need the keys both of you" and Azmuth pondered "what is this."

Kevin explained "Ben had me install a security system into the Ultimatrix" and Ben took over and said "didn't want albedo to ever get access to this one" and Gwen said "or worst to change into it in the middle of a fight." they both took a small key from around their necks and place it in a designated spot in the core of the Ultimatrix and turned the keys at the same time.

After a fancy light show that showed a string of DNA that fused together and disappeared in to the faceplate the Ultimatrix said "transformation lockout overridden transformation 10 now available" and Ben almost immediately slammed down on the faceplate and in his place, was floating a completely still alien that looked like the galaxy and it said "alien x."

Azmuth said "this could work alien x can do anything" and Gwen said "only if ben can convince alien x to cooperate." Natsu burst into the conversation and said "how hard could it be" and Kevin said "just think about how you and Grey don't get along all that well and multiply that by 10."

(inside Alien x)

Ben was floating in front of two green faces these two being are known and beleicus and serena beleicus is a voice of anger and aggression while serena is the voice of love and compassion. Serena said "ben Tennyson motion to greet our honored guest and hear him out" and Beleicus said "motion denied motion to ignore him for a thousand years at which point we set him on fire for another thousand years."

Serena said "Beleicus vengeance is not our way" and Beleicus countered "vengeance is absolutely my way" and Serena said "I know he hurt you feeling when he abandoned us he hurt mine too." Ben cut in and said "yeah sorry about that but I need your power to-" and Beleicus cut him off and said "I don't care" and Serena said "we have to vote on it."

Beleicus said "point of order we don't have to do anything unless we both agree" and Ben said "this is bigger then you and me the whole universe is at stake" and Beleicus inquired "and" then Serena cut and said "you're being obstinate dear" and he said "Am not and Serena said "are too" and after a few moments of those two arguing saying the same thing there was a flash of light.

Out of the flash of light paradox was standing there and said "Hello" and Ben said "professor paradox" and he said "I'm afraid you won't convince Beleicus and Serena to help you not today" and after that they both Serena cut off the argument and said "time walker you're not allowed here" and Beleicus turned into their direction and said "Agreed" and Paradox whispered to Ben "I'm not supposed to go within 500 light years of them."

Beleicus said "motion to punish professor paradox for ignoring the treaty between him and the celestialsapian race" and Serena said "Seconded." Paradox said "time to go" and Ben started to explain "but I need their power to" however he didn't get to finish before he was essentially teleported back to Azmuth's tower on Galvan prime.

Ben said shocked "you made me change back" and Natsu said "who are you" and he ignited his fists and got into a battle stance. Paradox said "ah hello Mr. Dragneel, Mr. fullbuster, Miss. Heartfilia, Miss. Strauss, Miss. Strauss, and Miss. Scarlet" and Natsu grabbed him by the collar and said "how do you know all of us" and he said "ah yes we haven't met yet we will have done.

Anyway, onto the more pressing concerns you want to go to the forge of creation and I'm the one who will take you there" and Mira said "how it's hidden" and he said "yes but I am the one who hid it." Azmuth said "this has gone on for long enough paradox" and he stared down at him and said "has it" and Azmuth said "granted he achieved far more then I believed possible but trusting that boy with the Omnitrix was a grave mistake."

Paradox said "not a mistake you know the reasons why" and Azmuth said "yes you have told me of his grand destiny that he was the legendary being who will one day" and Paradox cut in and said "ah ah ah no spoilers" and Azmuth started waving his tiny arms in a frantic manner and said "it's too much the child cannot win this time" and Paradox said "and I say he can won't it be interesting to find out whose right."

Ben said "you want to stop talking about me like I'm not here" and Mira said "you can start by telling us what the forge of creation is" and Paradox said "it's the source of the universe's greatest power where ideas become real" and Azmuth cut in and said "it's where celestialsapian like Alien x are born." Lisanna and Lucy both said at the same time "it sounds beautiful" and Kevin said "it's not a problem."

Paradox said "Aggregor intends to absorb the powers of a newborn celestialsapian should he succeed he will become omnipotent" and Ben said "okay that sounds like a problem." Natsu said "why we would just pound his face in either way" and Erza said "you idiot if he were to become omnipotent he would be able to recreate this universe and possibly any others in to his vision and make himself the supreme king of all creation."

Natsu said "okay I take it back" and Azmuth said "before you take them away from here paradox I have something that will help the earthlander's" and Lucy said "what is it." Azmuth pulled a device out of his robes and pushed a button and out of the floor came a tube that was holding in what appeared to be energy.

He said "this is a power enhancer however the energy inside this tank is too concentrated for any of you to survive it" and Grey said "then why show it to us in the first place." He said "because I have managed to convert it into a small pill that you will all have to only take once to increase your magical powers indefinitely."

He pulled out a small bottle and said "since I have no idea how many of your members will want to join you in the plumber's academy after this is over I made enough for each of you and your friends." Lucy took the bottle and said "so this will make each of us more powerful" and Azmuth responded "yes however in the case of you since you summon spirits it will leave your ability to summon only two spirits at the same time the same however it will make the spirits you summon stronger than they are already."

She said "thanks for this Azmuth I knew deep, deep down you were just a softy" and he said "never refer to me as that again" and Paradox cut in and said "if we want to stop Aggregor we will have to have already left" and he opened his pocket watch and a blue glow engulfed the team. After the glow faded they found themselves on the rustbucket 3 and almost instantly after they got there Natsu was getting motion sick.

Kevin turned around in his seat to look at Natsu and said "if you actually barf on this ship you're cleaning it up" and Natsu put his thumb up to signify that he got it. Kevin turned back around and was manning the controls and said "where are we there's nothing on my instruments" and Paradox said "understandable since there's nothing out there either.

See the faint glow in the distance" and Lisanna said "what is it" and Paradox said "that's the universe we're in the space beyond" and they were coming up to another glow and Mira said "what's that" and Paradox said "that's the next universe over I don't like it at all the physics are terribly counterintuitive." Kevin said "wait I thought the universe was everything."

Paradox said "a common error of the parochial mind there's always more to reality then one imagines" and that was when Natsu, seeming to have gotten over his motion sickness, said "so from what I've heard you're a time traveler right" and Paradox said "that is the gist of it why" and Natsu said "well if you are a time traveling you wouldn't happen to be able to tell me what happened to igneel could you."

Paradox said "I am sorry while I do know what happened to him I cannot tell you but do know that you will be aware of what happened when the time is right." Natsu once again grabbed him by the collar and said "why can't you tell me" and Paradox said "it is the only way for you to not go crazy like the very first dragon slayer."

Erza got up and pulled Natsu away from Paradox and threw him into a chair which caused the chair to go flying off the part that was bolting it to the floor." Kevin said "stop wreaking my ship" and Erza said "I apologize if you wish you may hit me" and Kevin said "just don't break anything else." Paradox said "ah we have arrived full stop" and Mira was looking out the windows and said "relative to what" and Paradox said "excellent point actually."

Natsu said "I still don't see anything" and Paradox said "that's because it's enclosed in a chrono randomization barrier. It's out of sync with all time and totally inaccessible unless of course your me." He then spread his arms out and the blackness that was surrounding the ship turned to a deep blue color.

He said "inside this hidden nebula is the birth place of a bouncing baby celestialsapian and while it's a truly adorable creature" and Ben cut in "we can't let Aggregor touch it let's do this." He waved one of his hands and the blue faded away and he said "this is as far as I can go" and Grey said "with your powers why not just snap your fingers or something and fix all this."

Erza cut in and said "you could go back in time and prevent Aggregor from getting the map" and he said "if only it were that simple there are places I cannot go and things I cannot do" and Kevin responded "but Ben can." Paradox just put a smirk on his face and said "I've opened a portal through the barrier and arranged for life support.

While inside you will not need air nor will you feel discomfort from heat or cold" and Natsu said "awesome we can't be killed" and Paradox said "of you most certainly can a fact that Aggregor will be attempting to prove once he becomes aware that you're here." He then snapped his fingers and teleported away" and Kevin shouted "hey how are we suppose to" and then he turned around and said "oh never mind found the nebula."

After they entered the portal the Paradox created they were in a space of complete white so bright it was almost blinding and then the ship shook. Erza said "did you hit something" at the same time Natsu's motion sickness came back into play" and Kevin said "something hit us." As they were talking there was electricity sparking from one of the lighting panels in the cockpit before it was torn open.

A few dozen robots came through the new opening and Erza requipped into her purgatory armor and she brought out a powerful looking sword. She said "come at me" and the robots did so without waiting for her to be ready but as they came she was slicing them left and right until one managed to get past her and grabbed Kevin around the neck.

Gwen said "Get away from him" and blasted the robot with enough force to blow it's head off but the ship shook again and this time after a moment of shaking it lurched forward knocking Erza off the of her footing and right into the center console." Thinking quickly Gwen put a shield to prevent the robots from coming any closer and Ben activated the ulitmatrix and after the flash he turned into a turtle looking being.

He said "terraspin" before going into the fray which didn't work out all that well considering one of the robots knocked him down and the others started getting on top of him. After they were all on he started turning around like a fan and shot all the robots out of the opening they made. After turning back Grey said "that was pretty cool" and Natsu said "I could have taken them" and grey said "what were you going to do them flame brain knock throw up on them."

Natsu said "I didn't see you doing anything stripper" and Grey was about to retort Ben said "Aggregor is already here we need to get moving. Kevin said "We're not going anywhere we're stuck." Natsu said "let's get unstuck so that I can kick Aggregor's ass" and without trying to tell him that it was useless they all went outside and Kevin was trying to pry it out of the time field with a crowbar of sorts.

After a few minutes of trying he finally decided to give up since it wasn't working and he said "it's no use" and Ben said "how about I turn into something strong enough to push it through Humungosaur or waybig" he said while leaning against the time barrier since it seemed solid enough. He got a surprise when he fell through it but Gwen with her quick thinking shot out a mana tendril to grab him out of it.

When she pulled it back she had ben by the ankle and placed him down on the wing of the ship and she said "you really need to be more careful remember how Paradox said not to touch the time field." Ben said "I thought I saw something moving in there." Out of the fog came a shadow and Ben said "I do see something moving in there."

A voice came from the fog and said "not something someone I'm Ben Tennyson" and he walked up to his present-day self and said "do I know you, you look somewhat familiar." Ben couldn't think of anything to say but just came out with "uh" and young ben said "uh first day with your new lips talk who are you and why did you bring me here."

Ben said "Well I didn't bring you here exactly" and the young ben said "you better start making sense or I'm taking you apart" and Ben said "it's complicated there's been a time travel accident" and young Ben said "that's how you want to play it okay" and he charged at Ben and Ben grabbed him by the back of the collar of his shirt and said "let me at least try to explain don't make me hurt you okay."

Instead of listening to his older self's advice young Ben headbutted his older self and present-day Ben said "why you little" while rolling up his sleeve." Kevin said "watch your language Tennyson he's just a kid" and young Ben said "Kevin eleven" and Kevin said "I'm not eleven anymore but yeah" and Gwen said "not smart Kevin he thinks you still evil" and he said "I'm not evil I'm nuance."

Young Ben said "what ever your trying to pull Levin It's not going to work" and he activated the old Omnitrix and slammed it down and in his place, was a flaming being." He shot a fireball at Kevin but Natsu jumped into the fireball's path and said "nice lunch" and he ate the fire." Young Ben said "did you just eat my fireball" and Natsu said "yeah thanks for lunch" and Kevin absorbed the metal of the ship and said "juvenile delinquent trying to set me on fire."

Kevin charged at young Ben with his hands formed into spiked maces however he was quickly outmaneuvered and sent flying back against the wall." Young Ben then said "okay whose next" and Ben said "since you need to cool off I vote big chill" he slammed down on the faceplate but instead of Big chill he got NRG. Natsu cut in and said "I'll take him on" and Ben said "Are you sure he's just a younger version of me."

Natsu said "sure I can take him" and Ben said "okay" and young Ben said "Are you ready for this" and Natsu said "sure thing" and young ben shot a fireball at Natsu. Natsu ate it like when young Ben shot the fireball at Kevin and he said "okay you've had your turn now it's my turn **Fire dragon's iron fist"** and his fist encased in flames hit young Ben in the chest which sent him flying toward the time barrier.

Gwen shot another tendril of mana toward young Ben and grabbed him before he hit the time barrier and placed him down on the ship wing. Erza said "Natsu you idiot you need to be more careful it's dangerous out here." Young Ben cut into the conversation and said "not as dangerous as me" and he transformed back and Natsu said "you're not all that dangerous."

Young Ben said "you think I'm scared of any of you" and Mira said "Remarkably no but you should be" and Gwen knelt down in front of him and said "look you recognize Kevin you must know who I am." After a moment of thinking young Ben said "dweeb what happened to you" and kevin cheekily said "Puberty" and Gwen glared at him.

Ben then said "you've traveled in time that's Gwen and that's Kevin" he said while gesturing to the respective ones and he then added on "and I'm you." Young Ben said "please like I'd ever turn into something that lame" and Ben turned back and said "I'm you 6 years later kevin eleven is a good guy now."

Gwen said "things change Ben" and young Ben said "they don't change that much" and he turned to Kevin and said "I got my eye on you." Kevin just monotoned "I'm quaking in my boots pipsqueak" and Ben said "maybe if I touch the time field again it'll send him home" and Gwen said "or it will add a 21-year-old you to add to the set" and young Ben said "awesome."

Gwen said "so not awesome" and Ben said "I guess we'll let paradox sort this out after" and Kevin said "After what we're still stuck" and young Ben said "no problem I'm all recharged." He activated the Omnitrix and turned into wildmutt and he ran over to the edge of the wing and took a bite out of it and threw it toward them."

Ben then ran over to him and tapped the Omnitrix symbol which quickly changed him back" and young Ben said "how did you do that" and Ben said "you should always keep it locked." Kevin had more less important matters on his head "you took a bite out of my ship" and young Ben said "not like I put the first dent in it besides you can always go out and steal another one" and Ben said "did I always use to be this obnoxious" and Gwen said "used to be."

After flying further into the forge of creation after getting their ship free (how in the hell did they get their ship free) Ben said "celestialsapians spend almost all of their time debating it takes a lot to get their attention and that's fine we don't want it." Young Ben said "why not" and Kevin said "they could blink and we'd be gone." Gwen then came up behind young Ben and said "that's why we need to be quiet we don't want to disturb them."

Young Ben blurted out quite loudly "how can we breathe with no air, where's grandpa Max, if this is the future does everyone have jetpacks, who won the last 5 world series, seriously though where are the jetpacks." Gwen somewhat loudly said "Ben no more sugar give" and he said "I don't have any" and Erza appeared behind him and with her scary aura around her she said "Gwen said to give her your sweets."

Young Ben had an expression on his face that said he almost shit himself and he quickly pulled out all of his candies and handed them to Gwen." After Gwen said "thank you" and turned away young Ben said "you butt is huge" and Gwen turned around and said "what did you say." Kevin being a smartass said "he said your butt is" and Gwen cut him off and said "I heard him."

Young Ben said "it was just an observation" and Gwen said "you were trying to hurt my feeling" and young Ben got a cocky smile on his face and said "how did I do big butt." Gwen said "you know I almost forgot how much a jerk you used to be" and he snarked back "it's not your fault dweeb with a butt that big you're probably not getting enough blood to your brain."

Grey said "where do you get off talking to your friends like that" and young Ben said "I'm ten years old what's your excuse." Mira said "what we do is important if you can't see that maybe you are just a kid." Young Ben said "you think I don't know when it's hero time if I mess up someone could die from what you've told me if we mess this up everyone could die."

Lisanna said "that's right" and young Ben said "maybe that's just too much to have in your head when you have to win so maybe if I pretend everything's a big joke when the time comes I can do what I need to do." Gwen then looked over at Ben and said "is that why you're so arrogant all the time because you're scared" and Ben said "no I'm actually oblivious."

After about 30 minutes of flying through the forge of creation young Ben walked up to Ben and said "would it be okay if I saw what aliens you can turn into." Ben just held out his wrist and young Ben activated the Ultimatrix and the first hologram that popped up was echo echo and young Ben said "dumb" and switched to the hologram of Brainstorm and said "lame."

He then switched to the hologram of goop and said "weak" and then switched to the hologram of Humungosaur and said "I guess this one's okay" and then he switched topics "how did you break the Omnitrix exactly" and Ben said "I didn't break it exactly I" and young Ben stopped him in his tracks and said "are there yet."

Kevin said "yeah I think we are" and after getting closer to the female celestialsapian they saw there was glowing orb in her hands. Gwen said "what's that in her hands and Ben said "baby alien x." young Ben said "where to baby alien x's come from" and Kevin more then happy to explain placed a hand on his shoulder and said "when two constellations love each other very much" and Gwen said "Kevin."

Kevin said "just trying to help the kid out I had to learn about astrophysics on the streets" and the rustbucket started shaking violently. This had the effect of almost everyone getting almost thrown out of their seat and for Natsu's motion sickness which he had somewhat under control at this time react violently as it normally did.

Kevin said "We're hit" and Ben said "take us down" and Kevin said "that's where we're going the engines are out." Young Ben said "move I'll land it" and Kevin shouted "sit" and young Ben said "sitting" and they landed right in the female celestialsapian's hands close to where the baby alien x was. After hearing a double grunt the floor (I'm guessing) of the rustbucket was sent flying off of the rest of the rustbucket.

After a bit of smoke cleared it was revealed that both Ben's were in the fourarms forms and young Ben said "I was going for upgrade" and Ben said "ha I was going for Big Chill" and young Ben said "how much stronger do I get when I'm older" and Ben said "a lot." Kevin then came into the conversation and said "incoming" and they saw Aggregor flying down toward them shooting radiation blasts, puffs of air, water shots, and electricity which the team of 9 were all lucky enough to avoid with the exception of Kevin.

Aggregor said "I can't imagine how you managed to beat me here but it doesn't matter because I'm going to kill you and take the ultimate prize." Young Ben said "and they say I talk too much" and Natsu said "As if we'll actually allow you to do that" and Lucy said "now" and the 5 earthlanders took the chew pills that Azmuth had given them and they could almost instantly feel more power then they had before flow into them."

Young Ben charged at Aggregor at the same time as Natsu which resulted in Aggregor grabbing young Bens hand and swinging him around before throwing him into natsu. Erza said "Requip" and instead of one of her many armors she was wearing mere bandages over her chest, flame pattern pants, her hair was in a high ponytail and she was carrying a katana.

Mira took over into her most power Satan soul called sitri which was surprisingly covered up almost completely with white and blue clothes and a long light blue overcoat with bulkier arms and claws at the end of each finger and finally horns out of the side of her head. The two rivals charged at Aggregor only for them to almost hit each other when he flew up and then almost immediately landed down and made an earthquake appear thanks to andreas' power.

This caused the two rivals to fall down on top of each other and then Grey and Lisanna charged in with Lisanna in the form she used to attack Aggregor the last time they had an encounter and Grey shooting icicles at him which shattered against his back without him even noticing. Aggregor swatted Lisanna toward Grey which caused them both to be knocked over and out of the fight for the moment.

Lucy pulled out two keys and said "open gates of the lion and ram Loke and Aries" and a guy with dirty-blond hair, wearing glasses, and a fancy suit, and a young girl wearing a pink sheepskin dress, boots, yellow legging, and having horns out of the top of her head appeared." Loke said "are you up for a combo attack Aries, and she said "uh yes" and the joined hands and Aries raised her other hand and shot a sheet of wool at Aggregor which actually managed to get him to stop moving.

As he was struggling he said "get me out of this" and Aries said "I'm sorry" even though she made no move to release him while Loke charged forward and said "Regulaus impact" which forced the group remaining to shield their eyes and Aggregor was knocked down but he quickly got up and shot both of them through the chest with radiation which forced them back into the spirit world.

He then ran at Lucy and punched her in the gut which caused her to go flying and land on her back near the edge of the female celestialsapian's hand. Young Ben said "leave her alone" before charging at Aggregor again and after managing to get a hit or two in Aggregor grabbed him around the waist and flew up before throwing him down from about 15 feet in the air. Aggregor said "all your friends have fallen Tennyson now give up" and Gwen said "hey I'm still standing" and shot mana blasts at Aggregor and he shot a puff of strong wind at her which knocked her down and he said "as I said all your friend have fallen.

Young Ben groaned and said "can't fight him like this should have picked a flier" and Ben said "that's not a bad idea" and tapped the Omnitrix and in young Ben's fourarms place stood stinkfly and he said "stinkfly how did you" and Ben cut him and said you'll learn how to do it later now give me some cover." Stinkfly nodded and flew toward Aggregor and was shooting off some blue beams from his eyes (I think that was a mistake from the animators) while Ben transformed into swampfire.

He then slammed onto the symbol on his chest to go ultimate and he said "ultimate swampfire" and while flying down with Aggregor on his tail noticed this and said "plant guy just a copy of wildvine." Ben said "yeah I remember the time wildvine did this" and he grabbed seeds from his back and threw down in front of where Aggregor was going to be and they grew and captured him.

Young Ben shot more of those blue beams (damn animators) which somehow freed Aggregor instead of hurting him and Aggregor shot a strong puff of air at stinkfly which knocked him out of the air and then wrapped his blue jellyfish-like hair around ultimate swampfire's arms and shocked him all to hell. After the zapping was stopped the Ultimatrix changed Ben back into his human form which Aggregor kicked so he was lying on his back.

He said "now the ultimate power is mine" and he started flying toward the orb containing the baby celestialsapian. Young Ben was the first to come to and noticed beeping coming from his Omnitrix and saw it flash to red and said "it's timed out." He walked over to Kevin and said "wake up you can still stop him" and Kevin said "what" and young Ben said "you can absorb my Omnitrix like you did before you'll have all my powers."

Kevin pushed it away and said "no If I'm going to do this I better go with the a game" and he walked over to Ben and touched the Ultimatrix." Aggregor had just walked through the orb and said "finally the universe at my fingertips" until a deep voice said "hands off the baby." Aggregor looked up at the person who was speaking and said "Levin" and Kevin said "remember how you told me our peoples laws against absorbing energy were lies to control the weak."

He then punched Aggregor out of the orb and followed him and shot Aggregor with Jetray's neuroblasts, then he shot Aggregor with electricity from his Brainstorm/diamondhead arm, shot Aggregor with fire and then shot another electricity blast for good measure. He then picked him up around the pandor headpiece around his neck and shot him dead on in the face with another neuroblast.

He then held his hand out and said "let's see whose weak after I take your powers too" and he grabbed onto Aggregor's face and started absorbing the energy which was a red color until Aggregor changed back into his original form. Just as Kevin was about to stab Aggregor with the Rath claw that was coming out of his left hand Ben said "that's enough Kevin."

Kevin said "when I finish him then it'll be enough" Lisanna said "that's not you talking absorbing energy makes osmosians lose control." Kevin said "yeah well I like being out of control maybe I should take the alien x power for myself" and Ben said "I can't let you do that Kevin." Kevin said "you can't stop me either I deserve that power I'm the one who turned into a monster, I'm the one no one trusts or cares about."

Lisanna said "that's not true" and Kevin said "face it Lisanna no matter what I look like I'm a freak" and that was when young Ben spoke up. "you're a jerk you've always been a jerk, people try to be nice to you but you can't ever see it because you're too busy feeling sorry for yourself." Kevin growled at him and said "yeah well maybe I'll try it your way kid at least for today but tomorrow" and without another word he flew off.

Lisanna said "kevin" and Ben said "he's crazier then he was before" and then suddenly Paradox appeared and said "a problem for another day today you've saved the universe and it's time to go home, particularly you my impetuous young lad." Young Ben said "I'm going to forget everything that happened aren't I, I mean he doesn't remember."

Paradox said "you will think it was a dream and one day you will remember it dimly and trust Kevin when you shouldn't and he'll respond to that trust and help save the universe." Ben then cut in and said "before turning evil again" and Paradox said "the story isn't over Ben when the time comes you will do what needs to be done that is your great gift."

Gwen knelt down to young Ben's level and said "goodbye Ben try to be nicer to your cousin" and then kissed him on the cheek" and young Ben said "aw why did you go and do that." Paradox said "we must also take our leave before the locals take notice of my presence" and Lisanna said "what about Kevin." Ben said "don't worry Lisanna I'll take care of him" and Erza said "not without us" and Ben said "I thought you were going to the plumber academy after Aggregor was dealt with."

Lucy said "I was going to send them there after Aggregor but with what has transpired I think it's best if we all stick around until Kevin is dealt with."

 **Yet another chapter done and wow this is one of my longest chapters at 10 pages and over 6000 words. Okay in the next chapter we're going to be going over the events in the episode nor iron bars a cage and see how the Fairy tail mages manage to mess everything up at the prison in the Null Void so until then this is Diamondholder signing off.**


	5. nor iron bars a cage

**Hello my fellow readers, writers, and people who have been enjoying this story so far, I'm back with yet another new chapter. In this chapter, we're going to be covering the events of the episode of ultimate alien nor iron bars a cage. This is one of the few chapters that I had been looking forward to writing and but after that I won't be looking forward to writing a chapter until either the episodes absolute power 1 & 2 which if I feel like it I will be putting those up in one chapter.**

 **I am hoping this goes up on the 6 of December however in the event that it doesn't I am sorry for the lateness if this chapter but if you knew my process of writing these chapters you would probably understand. Okay I've blabbered on for long enough so without further ado let's get this show on the road.**

"Talking"

" _Thought"_

" **Yelling"**

(null void, prison)

Deep in a building, in a decent size room, in a small box there is an alien criminal who killed one of his fellow members of a mining crew of fellow alien criminals. Two robots walk up to this box and punch in a code on the pin pad of the box and it opens up to reveal a being with red eyes, blue skin, and overly large muscles.

One of the robots monotone "come on out Truck your thirty days are up" and the lead him at gun point back down to the mines where he is forced to mine in the rocks for some reason. After being led for a while they stop next to an alien with grey skin, long grey hair, and a skinny frame. This alien said "welcome back Truck it's been quiet around here without out."

One of the robots say "no talking work" and they start mining at the walls again until the robot walks away and the now named Truck said "I hear there's been some changes some new guy on the chain gang." The grey-haired alien says "yeah" and Truck says "show him to me I'm going to need to hurt him some just to let him know who's in charge around here." Old grey hair says "uh I don't think you want to do that" and Truck says "why not."

Grey hair says "because that's the guy" and he points to where a being with at least a little bit of DNA from multiple aliens in the universe is pounding on a rock with a green arm. This being turned around while still pounding on the rocks and it is revealed to be Kevin Levin who is now wearing a collar.

(on earth, streets of Bellwood)

There is an RV driving down the road this RV is holding a team of eight including a flying blue feline named happy. One of the members of said team named Ben said "it's no use Lisanna" and Lisanna said "but Kevin's been missing for over a week" and Ben said "not missing he left us his choice" and he turned around a corner leading to somewhere.

Lisanna said "no Ben it's not his fault he touched the Ultimatrix to save us it's not his fault the power affected his mind." Ben said "maybe not but fair or not he has to pay the price" and they continued until they got to a hospital. Thanks to the directions of a nurse they head into a room of one of their classmates who was put in the hospital for some reason.

This student said "it was insane I was at lunch right and a monster shows up and says that it's kevin Levin. He said that I owed him eight bucks that a borrowed from him five years ago. So, I say I don't remember borrowing any money from him and well you can see what happened next" and said motioning to his many casts.

Gwen said "We're really sorry about this Barry your medical expense will be taken care of" and as they're about to leave he says "so that's really kevin what's wrong with him." Ben said "he's settling old score big ones, small ones it's all the same to him" Gwen cut in and said "he's not well he didn't mean to hurt you" and Barry scoffed and said "did a pretty good job for not trying."

(null void, prison)

The miners are still mining as is their supposed job and Kevin is still pounding away at rocks now with a diamond pickaxe formed from his diamondhead arm. The other two grey hair and Truck are mining just behind him and after a moment Truck says "look at him thinks he's better then us." Grey hair said "let it go Truck he's not bother anybody" and Truck retorts "he's bothering me" and walked up to Kevin.

He said "hey fresh meat do you know who I am" and Kevin said shortly "don't know don't care" but Truck continued "the names Truck I'm top dog here." Kevin said snarky "good for you go bury a bone or something" and Truck enraged charges at Kevin however that doesn't work out too well for him considering he ends up in a wall and falls to the ground leaving a hole in the wall and him out cold."

Two robots walk up to Kevin and one of them says "prisoner you are coming with us" and Kevin says "for what" until Grey hair come up to them. He said "wait you're making a mistake Truck uh stepped on his own pick and knocked himself out." One of the robots says "sensor lock indicates" and grey hair interrupts and said "sensor smenser do you want to stand here arguing or get this guy to the infirmary the warden wouldn't be too happy to lose a good worker like Truck."

After a moment a robot says "all of you back to work" and grey hair says "your welcome" and Kevin says "I don't remember asking for help." Grey hair said "the names Quince looks like you could use a friend" and Kevin says "looks can be deceiving so can so called friends." As Kevin walked away another worker walked up to Quince and said "real charmer aint he" and Quince said "there's something about that guy something familiar."

(earth, Kevin's house)

The team of 8 are searching Kevin's room for something and after a few moments Lisanna said "I think I found something." Ben threw the book he was searching in behind him and said "what did you find" and she pointed out a strange symbol carved onto a desk. Lucy said "what is it" and Ben said "don't recognize it well I do let's go find Kevin."

(null void, prison)

It's apparently lunch or break time because some of the prisoner are sitting a group eating something that looks like bread and are holding mugs. Kevin is sitting by himself and Quince walked over to him and said "I just remembered why you're so familiar to me I know you." Kevin said "couldn't I just got here" and Quince said "no you were here before a few years back you're Kevin Levin."

Kevin grabbed him quite roughly and he said "no I'm not and if you repeat that lie I'm going to squash you like a bug we understand each other." Quince said "hey no worries I was your friend I still am I'm just sorry you got yourself thrown back into this pit. After everything you went through to get out" and Kevin said "I came back on purpose" and Quince said "on purpose why would anybody come back on purpose" and Kevin said "revenge" quite vaguely.

Inside the prison there is apparently a very important person in the prison who is being escorted by two robots and is greeted by another robot. He says "are you sure about this we're not expecting a delivery of new prisoners" this man is name Morag. He is a green skinned, horned alien with an average build and the robot said "the teleporter has been activated from the other side sir."

Once they are in the teleporter room Morag says "ready blasters be prepared for anything" and he turns to another robot and says "activate teleport receiver" and after a fancy light show the ones teleporting in are none other then the group of eight Ben, Gwen, Natsu, Lucy, Grey, Mirajane, Lisanna, and Happy. As soon as the robots cock their guns and point them at the eight and Ben said "easy guys we come in peace."

After a quick command from Morag the robots lower their weapons and Morag says to the eight "you aren't supposed to be here." Lucy said "We're no happier than you are warden Morag." Morag says "there's a procedure once a criminal is captured your supposed to teleport them here that's all. Incarsicon is off limits to the plumbers there are rules" and Natsu said "actually man we're not here on plumber business we're here to warn you."

Lisanna said "We believe there's someone in this prison that wants you dead" and Morag scoffed and said "Everyone in this prison wants me dead little lady it comes with the job. I assure you I'm perfectly safe now I appreciate your concern but I would appreciate it even more if you were to leave my facility" and Gwen said "the teleport system only works one way remember people can beam in but they can't beam out."

Ben then added "guess we'll just have to wait here for the next supply transport ship that's tomorrow right" "you knew that when you came here" Morag accused them. Two robots walked up to him and he said "show these eight to temporary quarters and keep them comfortable until the supply ship arrives" and Natsu said "thanks appreciate the hospitality however if they're cells just don't put me in the same cells as the icy stripper over there."

Grey then cut in and said "like I would want to be stuck in a cell with you ash breath" and Erza said "that's enough both of you" and they instantly stopped arguing and followed the robots. After the group is out of earshot or so Morag thinks he turns to another robot and said "keep an eye on our guests the last thing we need is for the plumbers to really figure out what's going on here."

On the way to the temporary quarters Natsu said "I have a feeling that Morag guy is hiding something considering he just said he doesn't want the plumbers to figure out what's really going on here." Lucy said "well we can't exactly arrest him until we know what exactly it is that he's trying to hide from the plumbers."

(in the mines)

After about another half hour of mining Quince made his way over to Kevin and said "you don't look much like you did the last time you were here." Kevin shortly said "different look same nightmare."

(flashback)

In this exact same prison only in the courtyard Kevin is fighting with almost every prisoner that wants a piece of him and he said "nobody touches me you hear me nobody come on if you've got the guts." Over in the stands that was for prisoners to sit down if they wanted two prisoners were discussing kevin Quince said "feisty little thing isn't he" and another tall, well built man, with green skin and a green beard said "angry mostly I know the feeling."

The bearded Alien walked over to Kevin and said "that's enough kid it's time to cool off" and Kevin said "make me" and the bearded alien said "your choice." When Kevin charged at him with a fist ready the bearded alien just grabbed it and threw Kevin over his shoulder which caused Kevin to collide with the ground hard.

Kevin opened up his eyes that he instinctually closed at the moment of impact and all that was in his field of view was the bearded alien and said bearded alien says "the names Quirrell when you finally decide to let go of that anger you know where to find me."

(present day, inside the prison)

The two robots are leading the group of eight to the temporary quarters as they were walking Ben noticed two more robots a floor below and they were leading an alien with a minecart down a hallway. Ben said "what's with the mining gear I didn't know this was a labor camp" and one of the robots said "I am not programed to provide that information."

They suddenly stopped and the robots turned to the group of eight and said "these will be your quarters until the supply ship arrives" and two cells opened. The team decided which of them would be going into which cell and when the finally did the door closed and when the leader in each room respectively Ben and Erza tried the doors it seems they were locked.

When the second in command in each room Gwen and Grey asked if they were locked the leaders said "as if that's a surprise" and Erza added "especially if what Natsu heard is correct."

(back in the mines)

While Kevin was still going strong Quince said "as I recollect it took a lot more convincing before you finally came around."

(flashback)

Kevin is kneeling on the ground in front of Quirrell and said "I need help" and Quirrell said "all you had to do was ask." Quince's voice came in "Quirrell took you under his wing helped you to control your anger and your power. But there was a guard who hated Quirrell and his influence on a lot of the cons and while you got better Morag's hatred grew worse."

Kevin then added in "yeah Quirrell changed my life alright in more ways then one" and the scene switches to Kevin touching the stone of the floor of the prison and absorbing it. After focusing what appeared to be hard for a mere moment his armor disappeared as it went back to the earth where it came from."

Quirrell said "look there's nothing more I can teach you kid you don't belong here anymore" and young Kevin said "it's not like I have a choice." Quirrell kneeled down so he was closer to Kevin's height and said "I've been working on a way out of this pit if you want we can go together" and Kevin said "whenever you say" and they fist bumped.

Quince's voice cut in and said "and that's when Morag put his plan into action somehow he started a major riot in the yard." Quirrell then said "come on" and he moved some piece of machinery out of the way and said "I've been digging this tunnel in secret for years now's the time to use it" and both Kevin and Quirrell went down it.

About halfway through the tunnel Quirrell stopped Kevin and said "Morag" and Morag said "took you long enough I found your tunnel months ago. Too bad you both got vaporized trying to escape" and that was when Quirrell tackled Morag which knocked his blaster out of his hands. Young Kevin said "Quirrell" and Quirrell said "don't worry about me kid run" but young Kevin said "but I can't."

Quirrell said "don't argue kid run get out while you can" and while young Kevin ran present day Kevin said "I was a coward and ran."

(present day)

Kevin had a long gone look in his eyes and eventually said "the sound of Morag's blaster will haunt me the rest of my life." Quince said "you did what Quirrell told you that's all" and Kevin said "yeah and Quirrell's gone and the creep Morag is still breathing." Quince said "Morag's the warden now you can't touch him he got rid of all the old guards replaced them all with robots.

Then he started using all the prisoners to mine this glowing blue crud down here" and Kevin apparently not paying attention to what Quince said "Morag is going to pay, pay in full."

(inside the prison)

Ben is just lying on one of the beds that came out of the wall while Gwen was trying to open the door by brute force whereas Lisanna and Natsu had already given it their all." Ben said "any luck guys" and Gwen said "does it look like we're having any luck" and Ben instead of replying activated the Ultimatrix and slammed down on the faceplate with the hologram of Goop showing.

After a flash of green light Ben was turned into a slime being with a holographic projector atop his head and he slithered out from under the door while Gwen looked out the cell window. She said "have you ever picked a lock before" and he said "no is it hard" and he placed his hand on the lock for a moment and it melted and fell in opening the door.

He did the same to the other cell where the others were being kept and after that door opened Lisanna said "let's find Kevin" and the group ran off and Ben transformed back before he followed them. While the group is hiding under a table Lucy said "this prison wasn't designed as a mining colony what are they digging for."

Natsu said "let's ask the robots" and Erza slammed him on top of his head and said "if you do that our cover is blown so don't do that." Natsu said "did you have to hit me so hard" and Erza said "it's the only way to get through to you since you don't seem to understand common sense." The followed a hall before going down into the mines through another entrance then the robots Natsu was going to ask went.

Gwen said "whatever's down here Morag doesn't want anyone on the outside to know about it" and Mirajane catching on said "which is why he replaced all the guards with robots." Lisanna said "well it's not going to stay Morag's secret for long" and a voice behind them said "I'm sorry to hear you say that." They turned around and saw Morag behind about 30 robots and he said "I'm even more sorry that you ignored my warning and that the other prisoners got to you before I could save you."

He said to the robots while walking away "try not to make too much of a mess won't you boys" and the robots aimed their laser blasters at the team and started firing. Gwen with her quick reflexes brought up a shield and Lisanna turned into a giant rabbit for some reason. She said "what does those blasts do" and Gwen said "they will instantly disincarnate you if they touch you" and Lisanna said "got it."

She jumped over the shield and landed on top of a few of the robots and Natsu said "save some for me" and he jumped over the shield as well. However him shouting to save some from him gave the robots the time they needed to quickly hit Lisanna with a blast from their laser blasters. Once the giant rabbit disappeared Natsu stopped running and said "oh you guys have made me mad now."

He said "fires on my left hand and fires on my right hand combine them together to get fire dragon's brilliant flame" and a giant fireball was launched at the robots which it was a miracle that it didn't his Lisanna's body. Natsu rushed over to her unmoving body and after a moment of holding her wrist he said "she's alive" and Lucy said "her take over must have saved her."

Ben said "let's find some cover" and Natsu grabbed Lisanna's body and they ran deeper into the mineshaft." The robots however seemed to have managed to get out of the fireball and started converging on them at the dead end they were at. Ben said "how about you let us show you how the experienced do it" and they all agreed just as the robots were closing in on them."

Ben activated the Ultimatrix and turned into Humungosaur and ran toward three of the robots that managed to survive the fireball while Gwen grabbed two in her mana and knocked them against the ceiling." Gwen said "now let's to find Kevin" and Natsu said "We have to get out of here alive first" but then a blue cloud of smoke covered Natsu.

A few moments after it dispersed Natsu said "what have you done with my friends you monsters" and he started attacking Humungosaur and actually managed to knock him down." He shot his breath attack at Gwen who managed to put up a mana shield just in time while Erza requipped into her flame empress armor.

She then walked right up to Natsu and grabbed the punch he tried throwing at her and she slapped him across the face. He said shook his head and said "what happened" and Grey said "you went all psycho flame brain and started attacking us" and Natsu said "what did you say you ice princess" and Ben said "you really were attacking us though" and he said "I thought you all were monsters" and Gwen said "seriously."

Before Natsu could reply Lisanna stirred and said "well I guess I was lucky to survive that blast" and Lucy said "I think it may have been your takeover that saved you." Lisanna tried to focus her magic and said "I'm surprised that I can't access that form anymore" and Ben said "it may have been because of the fact that it was vaporized."

Natsu said "anyway that blue dust I swallowed made me see a whole lot of things and made me hallucinate." Ben said "it must be some kind of alien dream dust" and Erza said "quite a career path from what you guys have told me from prison guard to prison warden to intergalactic drug trafficker." Mira said "you forgot the part where he winds up in jail" and Lisanna said "not if Kevin find him first."

(in another part of the mine)

Quince and Kevin are walking along a minecart rail and Quince says "kid please don't do this if the guards catch us we're finished" and Kevin said "by the time anyone notices we're missing it's all be over for Morag." Quince said "I know how you feel I feel the same way but you go through with this you undo everything Quirrell did for you."

Kevin said "I owe Quirrell I can't just let his murderer walk away free and I won't" Morag noticed them and said "now boys let's not do anything you're going to regret tell you what you go back to work and I forget this ever happened." Kevin said "but I won't forget you murdered my friend just so you could make a lousy buck" and he slammed his fist into the wall.

Kevin then continued "now I'm going to shove as much of this as I can down your throat before clubbing you to a pulp with you own arms." Morag said "do you really think I would walk amongst you animals without taking appropate precautions think again you all wear those collars for a reason" and he pushed a button a remote control he pulled out of his pocket.

The collars started shocking Kevin and Quince and in the main part of the mine the team of eight walk in on the collars shocking the other prisoners. Mirajane said "what's wrong with them" and Ben said "some sort of sonic feedback those collars are killing them. And if sonics are the problem then the solution is" and he activated the Ultimatrix and slammed down on the hologram of Echo echo."

Ben in his Echo echo form had already multiplied and one of his clones turned to the other 7 and said "you may want to cover your ears" and they did so" and Ben released a sonic wave which broke the collars. Two of the robots resumed their post and one of them said "prisoners you are instructed to return to your work" however just as it finished saying that a pickaxe pierced another robot shorting it out.

The robot turned to it fallen comrade only to return to looking at the prisoners before it uttered a single word "uh oh." As Ben changed back Natsu said "I guess robots actually can feel fear." Ben said "I think our work here is done" and they followed the path until they saw Kevin about to kill Morag. Lisanna said "Kevin don't do this" and Kevin replied "forget it Lisanna nothings going to save that slug" and he punched the wall near Morag's face again.

Ben thinking quickly activated the Ultimatrix and transformed into armodrillo and then after shouting his name he charged at Kevin along with Natsu. Kevin knocked Natsu away however that gave Ben the opening he needed to tackle Kevin to the ground. Kevin knocked Ben off of him the moment he saw Morag make a break for it and started to go after him only to be grabbed at the ankle by Ben.

Kevin said "let me go Tennyson he's getting away" and Ben said "I can't let you hurt him Kevin" and Kevin said "then I'll just have to hurt you." And he backhanded Ben which knocked him into a wall which caused the whole mine structure to collapse. Ben quickly got up and ran toward the exit of the mine structure and just managed to get out of there before the whole thing collapsed. After the dust settled Lisanna said "he's gone" and Ben transformed back and then said "We'll find him."

(in another part of the mines)

Morag is running at his fastest to avoid being caught by Kevin until he comes up to an elevator he pushes the up button repeatedly until the door finally opens. He is about to get in until he looks inside at which point he nearly shits himself since Kevin is in the elevator. Kevin gets out and says "going down" and Morag said "you can have half the profit you can have the whole thing you can have anything."

Kevin says "yeah can I have Quirrell back" and he throws Morag into the elevator and then says menacingly "your turn" and he pulled the elevator cart down and then cuts the line connecting it.

(at the lowest part of the mine)

The team of eight come into the huge open area and Lisanna says "where are we" and Ben said "I think we're in the mines deepest tunnel." He noticed the elevator shaft and said "okay here's what we do we take the elevator and work our way up one floor at a time." Natsu said "I don't think that's necessary" only for the rest of them to hear Morag screaming as the elevator plummets to the floor at an alarming rate.

Gwen rushes forward to stop the cart from hitting the floor and effectively saving Morag's life and once he gets out he sees that he's surrounded. Gwen says "warden" and Lucy said "nice of you to drop in I can't wait to hear how you're going to explain all of this to the plumbers." Morag just groans in defeat and Gwen is about to cuff his hands in her Mana when Lucy stops her.

She said "let me handle this" and she pulled out a device and pointed it a Morag and almost as soon as it activated he was in energy cuffs. Lucy said "more effective then your Mana if he were to knock you out he would be able to get free" and Gwen said "that is actually smart" and Lucy responded "I kind of had to be to graduate the plumber's academy after only one year."

After making their way through the tunnels since the elevator was out of service they came out of the main prison and they saw that it was in terrible shape. Ben exclaimed "what happened to this place" and Lisanna said "I think we did" and Ben said "any sign of Kevin." A voice came from their side and it was revealed that it was Quince's he said "long gone he thought that slug was finished so he took off."

Gwen said "what about you" and Quince sighed and said "I still got time to serve" and Gwen turned to Ben and said "the prisoners are escaping shouldn't we do something." Ben said "they're out of prison but they're stuck in the null void that's probably punishment enough." Ben then turned to Lisanna and said "you see what Kevin's capable of now" and Lisanna said "that's why we have to help him."

Ben said "I think we're past that I think we're going to have to put him down for good" and Lisanna said "what is that suppose to mean" and she turned to Ben with a serious look on his face which pretty much confirmed what it meant.

 **Yet another chapter done I believe that I caught the characters really well and the main reason I put in it was Lisanna that was more worried about Kevin then anyone else is because in this fic later on she'll be going out with Kevin. I'm going to be answering a review since the person who left it doesn't have an acutally account.**

 **So Guest-questioner as of your review on chapter two I have tried both Netflix, Hulu, YouTube, ect so thank you for the suggestions but I have already tried them all.**

 **With that out of the way until next time this is Diamondholder signing off.**


	6. the enemy of my frenemy

**Hello my fellow readers, writers, and people who have been enjoying this story so far, I'm back with yet another new chapter. In this chapter we're going to be going over the events of the episode the enemy of my enemy I believe. I am hoping to get up on the website a few days after the last chapter but if I don't I'm sorry about that.**

 **I've talked long enough so without further ado let's get this show on the road.**

"Talking"

" _Thought"_

" **Yelling"**

(author's input, location change)

(strange planet)

On a strange planet with a red sky and what appears to be a constant view of the moon there is a metal structure that appears to be a house. Inside of the house there is the intergalactic conman himself Argit cuffed to a chair possibly from someone who he screwed over on a deal. The voice of someone who appears to be an alien redneck says "well Argit glad you could stop by."

Argit says "well it's not like I really had a choice" while rattling his cuffs to get his point across and the redneck said "right so let's get to it. You know my son's octagon and rhomboid" and Argit says "yeah sometimes we do business sometimes they try to kill me." The redneck said "that my boys of course I wants them to have a better life then I had."

Argit says "what parent doesn't" and the redneck said "that's why I signed them up at that plumber's academy" and at that point Argit just bursts out laughing. After a moment the redneck slams his fist on the table and ominously says "only one of us is laughing boy." Argit said "sorry I thought you were kidding" and the redneck replied "the boys aren't doing too good on their exams I want you to make sure they do, do good."

Argit says "you want me to be their tutor" and the redneck responded "I want you to fix they're grades so that they pass and if they don't then I'm going to fix you." The only response to that Argit could do out of fear is gulp and stare at redneck wide eyed.

(on earth, in a forest)

An RV is driving through on a dirt road and at the driver seat there is no one but Ben Tennyson and in the passenger seat we see Lisanna Struss while the others are sitting in the back waiting for them to get to where they were going." Ben said "I'm sure that ship landed somewhere around here unless the sensors are off" and Lisanna said "or unless you set them up wrong."

Ben said "I didn't set them up wrong" and Lisanna said "or unless you got us lost" and before Ben can respond they go a little bit off-roading. Lisanna having one hand around the support thing above the door and one hand on the dashboard says "or unless you drive us into a ditch." Ben said "why don't you say what you're really thinking Kevin's on the warpath and you think it's my fault."

Lisanna said "okay yes that covers it" and Ben said "let's face facts absorbing my Ultimatrix has driven Kevin every bit as crazy as he was when he was a kid. It's too late to take him back the only thing we can do now is take him down" and Lisanna says "you don't know that you can't" and then in a panic **"Stop"** and Ben slammed on the breaks.

The RV was right in front of Argit who had fallen over and after everyone got out Lucy said "Argit why did you jump in the way like that." Argit clearly out of it said "no that's fine I got another one at home" and Ben said "snap out of it" and Argit said "right snapping I've been looking all over for you guys." Gwen said "Kevin's not with us and we're not buying whatever your selling" and Argit says "no con not this time I'm turning myself in."

Lucy said "why would you do that after all the times you've been evading the plumbers" and Argit says "Because Kevin's after me." Ben said "why don't you take it from the top" and Argit said "I needed some equipment for a project I'm doing so I came to earth see what I could borrow from my old friend Kevin."

(flashback)

Argit lands a ship in the middle a clearing in the forest and exits the ship and turns on a small device which is just a little red dot (seriously how can he see with that) and he heard a noise behind him. He said "Kevin is that you" and Kevin came out into the light of the ship and said "it's me" and Argit backs up and said "wow man you don't look so good."

Kevin said "I'm fine taking care of some old business" and Argit said "what do you mean" and Kevin said "I've decided to get back at anyone who ever did me wrong which pretty much puts you at the top of my list." He shot a small beam of lightning which caused the device Argit was holding to explode and Argit starts running for the hills.

However, that doesn't do much since Kevin goes right after him and starts using the powers he now has to catch him. Argit tries to fake him out by going near a tree which Kevin does take down with his pincer arm while Argit climbs up another tree. However, that doesn't do him any good considering Kevin shots a strong beam of electricity at Argit which causes him to fall on the ground.

Argit manages to just get out of the way before some of the tree collapses on him and he jumps up and said "buddy wait pal I can explain" and Kevin said "explain what." Argit says "Pretty much anything" and Kevin said "I'm tired of your tricks Argit" and Argit said "then why don't you take a nap" and shot his paralyzing quills at Kevin.

Kevin puts up a yellow shield made of electricity to deflect the quills and says "see that's what I'm talking about always double crossing me betraying me this is the last time." Argit said "Kevin don't" and Kevin while charging up energy in his diamond pincer arm said "the last time you do anything" and shot electricity at Argit.

After a few missed shots he hits the ship Argit came to earth in which caused him to fly through the sky at the speed of a rocket.

(present day)

Ben said "so what do you want from us" and Argit said "protection lock me up throw away the key I don't care just put me somewhere Kevin can't find me." Lucy said "we're not running a weasel relocation program" Argit narrowed his eyes and said "such an ugly spirit for such a pretty girl" and Ben said "what about the lab at los solidad" and Argit says "first place he would look."

Lisanna chimes in "we could hide you in the null void" and Argit got a sly smirk on his face and said "eh too many guys in there that don't like me." Gwen says "there's a lot of that going around" and Argit says "come on you got to have a place for me maybe some police protection." Ben said "we could take you to the plumber's academy it's the closest fortified plumber's base to earth."

Argit says "the place where they train new plumbers for galactic police duty not there anywhere but there" and Gwen said "or we could just let Kevin have you." Argit said "as I was saying the plumbers are a fine organization and I would love to visit they're school" the team of eight including Happy were walking somewhat away from Argit and when he tried to follow Gwen used a hand gesture that told him to stay there."

Lucy said "if Kevin figures you that Argit got away from earth he'll come after him" and Ben said "I'm counting on it we'll use Argit at bait and we'll have the whole academy there to back us up." Lucy then turned to Argit "and you're okay with this" and Argit says "I just want to pay my debt to society and not get killed."

After everyone got back in the RV Argit mumbled under his breath "just what pops vreedle ordered" and Natsu said "what was that" and Argit said "uh nothing just talking to myself."

(clearing where the rustbucket 3 is parked)

After starting up the jet Ben started doing a whole stich that he was like a pilot and said "welcome this is your captain speaking welcome to rustbucket spaceways. Please keep your seat belts fastened until it is save to move about the" but he was cut off when Erza said "just go already" and the jet lifted off the ground and started flying through the sky just as it was supposed to do.

However, no one noticed that Kevin was flying up behind it or the predatory smirk on his face that is until he started ramming into the ship." After pulling up an outside view they saw that it was indeed Kevin that was ramming into the ship" and Argit stating the obvious "it's Kevin how did he find us" and Ben noticed a blinking red dot on the inside of his coat collar and pulled it off and said "I don't know what do you think" and Argit said "I knew nothing about that I swear" and Gwen just pushed him down.

Gwen said "let him in or he'll wreak the ship" and Ben said "why doesn't he just phase through the hull" and Gwen said "maybe he hasn't read the big chill instruction book let him in." instead of doing that Ben turned on the external mic and said "Doofus you have the powers of ghost come in already." After a few seconds of thought Ben said "Gwen keep in the air Natsu, Grey, Lisanna your with me" and Ben, Natsu, Lisanna, and Grey went down into the hull with Argit who for some reason tagged along.

Kevin had just phased into the hull and Ben said "We just got this thing fixed from the last time you wreaked it" and Kevin said "don't act like we're still friends." Ben reached for the Ultimatrix when Lisanna stopped him from transforming and she said "Kevin we are still your friends." Kevin said "a friend of mine wouldn't protect Argit."

Lisanna said "we're trying to protect you" and Ben walked closer to him and said "you're making a mistake" and Kevin said "no protecting Argit's a mistake, trying to stop me is a mistake, and stealing my car big mistake" and he pointed out his car behind them. Lisanna said "We weren't stealing your car" and Kevin seemingly unable to control himself grabbed a storage container and threw it at the group of four.

They ducked and Ben activated the Ultimatrix quickly and pushed down and in his place, was standing a red mantra ray creature and he then tackled Kevin and then flew up in the air. While Kevin was down he started shooting his neuroshocks at Kevin but they didn't seem to be doing anything even when a stronger one hit his midsection and he just kept walking toward them.

Lisanna who had along with Erza been brought up on the functions of the ship in the event they had to fly it ran over to a switch and said "hang onto something." While Grey heeded her warning Natsu said "what for" and Grey said "just do it flame for brains." Natsu with the pleading of Lisanna look she gave him did so and she flipped the switch which opened up the ramp for the hull.

A few of the storage containers flew out of the ship and it was pulling hard on Kevin but he was powering through it. Ben was having some difficulties since he was flying in the air and trying to prevent the airflow from pulling him out of the ship as well. Kevin was only knocked out of the ship when his car knocked him out of it and now he was thinking about what to do.

Would he either go after Argit and kill him and not have his car anymore or would he go after his car and find Argit later. Almost instantly he went after his car to prevent it from colliding with the ground.

(back on the ship)

Ben fell to the ground after Lisanna closed the hatch and he transformed back and said "why did you do that" and Lisanna said "because he was too strong, because you couldn't stop him" and she got a fallen look on her face and said "because he was going to kill us" and Ben said "that's right I just wanted to hear you say it."

The group of 4 walked past Argit and when Ben was about to walk past him he said "what are we going to do now" and he said "we're getting away and fast." After about an hour of traveling they got to the plumber's academy and after getting the ship docked and the air lock extending to the ship they went into said base.

After walking into the base, they were surrounded by plumber students and out of fear or habit of being around so many people wearing the plumber suits Argit grabbed onto Gwen's arms in an attempt to hide. After a moment a being with light green skin, a fin for hair, large ears, and a black beard came up to them and said "look at you two all grown up."

Ben greeted "nice to see you magister cornock" and he turned to the rest of the group and said "how you doing Magister Heartfilia" and Lucy said "I told you last time just call me Lucy" and he said "of course. I assume these are the friends that you made on earthland during your time as an undercover agent there."

Lucy said "yeah" and Natsu said "wait undercover does that mean you were spying on us the whole time and reporting to this guy." Lucy said "I was spying to see if Earthland had any means of the enemies didn't have any means to try to concur the universe and no not him specifically. The only reason he knows is because he's the same rank as Ben and myself which is the third highest rank in the whole system of plumber's operations."

It seemed most of that explaination had gone over Natsu's head and Erza said to him "to dumb it down for you she was making sure our enemies didn't have the means to take over other worlds." Natsu said "oh well then why didn't she just say so" and the whole group including Cornock and Argit facepalmed at Natsu's stupidity." Gwen said "anyway thanks for letting us stop by on such short notice" and Cornock said "anything for a Tennyson where's your Grandpa."

Ben said "he's on Galvan prime recovering from an injury" and Cornock said "Max Tennyson's tough as nail's he'll be back on the beat in no" but he stopped talking when he saw Argit. He said "what's he doing here" while pointing at Argit and Gwen said "Ben's using him as bait" and Cornock said "to catch who."

Ben said "Kevin Levin he's kind of lost it" and Cornock said "so you just decided to turn my academy into a warzone without asking me." Ben said "no sort of okay yes anything for a Tennyson right." Cornock said "Argit you're going into a cell" and he cheekily said "sure thing what times the breakfast buffet" and as he said that a blue skinned cadet grabbed him by the back of the jacket and started pulling him along.

After Argit was dragged away Cornock you 3" he said indicated Ben, Gwen, and Lucy "my office now the rest of you may explore the facility while we're gone." The three of them walked off into the depths of the base and Erza said "I think it best if one of us were to follow the plumber's cadet that took Argit." Natsu said "what for" and Erza said "when he said that he didn't want to come here his reaction seemed a bit fake to me."

Grey said "I'll go" and Erza said "no you have too big a habit for stripping Happy you're in charge of going after him" and Happy in his usual demeanor said "aye sir" and Natsu said "if Happy's going then so am I" and Erza said "just go already then." As they were following the duo of the cadet and Argit it was a walk of silence when all of a sudden Argit started making noises that sounded like he was in pain and clutching his stomach.

The cadet said "what's wrong with you" and Argit said "I think I ate something on earth that didn't quite agree with me" and the cadet said "we'll get you to your cell and I'll call a medic." Argit said "you don't understand I need to use your facilities" and the cadet said "my what" and Argit started phrasing it differently "your latrine, your laboratories, you little boys room and hurry or this hall gets a new color scheme."

The cadet said "hold on there's one just around this corner" and Happy said "he seemed fine on the ride over here" and Natsu said "yeah and not to mention I've been in that position too many times to know that he's faking" and Happy said "so what are we going to do Natsu." Natsu said "we'll stay hidden and see how this plays out" and they did just that following Argit and the cadet at a safe pace.

The cadet was standing outside the bathroom and after hearing what sounded like pained grunts from Argit said "Are you okay in there" and all he heard were more pained grunts. He sighed and muttered "I don't get payed enough for this" and he opened the door only to have a paralyzing quill stuck in him. Natsu said "that dick" as the cadet fell over unconscious" and out of the bathroom came Argit and he tossed the plumber inside.

Natsu said "okay enough waiting" and he burst around the corner with Happy following behind him and said "what did you do that for Argit" and Argit turned around and said "stay out of my business fire boy." Natsu said "nobody gets to call me fire boy" and he charged at Argit only to have paralyzing quills shot into him and he fell over unconscious as well.

Argit then shot two quills into Happy who fell asleep almost immediately and Argit continued on his way leaving Natsu and Happy to be found by someone.

(in magister Cornock's office)

Ben, Gwen, and Lucy were sitting in chairs in front of Cornock's desk and he said "this is not a prison or a battlefield this is a place of learning." Ben said "then obviously you've never seen my high school" and Cornock said "those cadets are not ready for this they're rookies and you put them in the line of fire. I've got half a mind to lock you up too what do you have to say about that" and nervously Ben said "did I mention I've saved the universe."

Lucy said "Look Magister Cornock I can personally guarantee you that we won't let them be in Danger we only need them to fire at Kevin from behind us you know to loosen him up." Cornock said "as much as I would like them to get more experience on the field Magister Heartfilia you should know better then anyone this is not the way to do it."

(with Argit)

He was walking down one of the many hallways and he said to himself "there's got to be a records room, data center something. Walking toward him were two cadets and he said in a raspy voice "space cop totally legit nothing to see here." As he saw three more shadows coming his way he said "geez don't these guys ever go to class" and backed up against a door which opened for him.

When the door closed he found himself in a cafeteria like room and a voice from his right said "hey Argit" and he walked over to the person who called out his name. at the table were rhomboid and octagon Vreedle and without Argit saying something octagon said "the plumber's academy strikes me as an unexpected place to find a galactic reprobate such as yourself."

Argit says "would you keep it down you two aren't exactly model citizens" and Rhomboid said "are too we're what you might call probational cadets." Octagon took over and said "We're what you might call trying to better ourselves and make our daddy proud so he doesn't have us wacked" and Rhomboid added on "again."

Octagon said "unfortunately our particular kind of intelligence isn't the kind that collates to test score" and Rhomboid said "We're flunking out." Argit said "today is your lucky day Vreedle's your dad sent me here to fix your test scores." Octagon said "that changes the complexion of our dilemma considerably" Rhomboid said quite loudly "woohoo we aint gonna flunk no more" and when the other cadets looked back at them Argit was hiding behind their pile of food.

Argit said "keep it down will ya now if anyone asks you haven't seen me and you don't' know me" and Octagon said "aint seem you" and Rhomboid finished "don't know you." Argit said "exactly" and then jumped down from their table and said "play dumb" and after a second he said "scratch that be yourselves" and he walked out in search of the data room."

After running through the hallways, he was searching the rooms and the first one he said "no" and the second "wrong" and in the third he saw someone in there. He said "pardon me sir is this where they keep the cadet's test scores" and the person said "why yes, it is" and Argit said "good" and shot quills into the person who provided him with the information and ran into the room with the door closing behind him."

Argit started typing on a computer keyboard and after typing in the names he said "wow they spelt their own names wrong" and he tried another spelling of their names and it came up positive.

In another room of the base there were a group of cadets and a teacher who was teaching how to monitor the sensors on all plumber's bases. A student said "long range sensors are picking up something coming in fast" and the teacher put on an earpiece and said "unknown spacecraft please identify" and when they got nothing he said "unknown spacecraft please identify" again.

After getting nothing again a student said "what kind of ship is that" and after the picture became clear again the teacher said "that's not a ship." Throughout the base red lights were flashing and all the plumber's cadets in the cafeteria were running toward the exit. The Vreedle's were the only ones who stayed behind and looked around and Octagon said "we seem to have fallen into good fortune grub wise."

In Cornock's office the flashing red light was even going and Gwen quickly activated her powers and after deactivating them she said "it's Kevin" and Cornock now armed with a mega gun said "this is your mess Tennyson I hope you have a plan to clean it up." Ben uttered "me too" and Lucy said "I've told the others to make their way back to where we came in if there was an alarm blaring and red flashing lights."

(a few minutes earlier)

Argit was busy altering the Vreedle's test scores and was muttering to himself "a hundred percent on their essays no one would ever believe that how about a ninety-two." As he made that edit the red flashing light and the alarm was blaring and he quickly got up and ran out into the hall. He said "okay you got me but I can explain" but when two plumber cadets ran past him he said "I mean I could if I had too" and he kept walking away from the data center.

(in the main part of the academy)

Cornock was surrounded by multiple cadets and they were all facing toward the only entrance in the hall and he said "hold fire until I give the order." Kevin phased in behind him and said "yeah but I'm bad at following orders" and he shot fire from his plant hand which engulfed the entirety of the cadets. Cornock said "Get off my station" and shot at Kevin of course as anyone would expect the blasts didn't affect him one bit.

He turned his diamondhead arm into a goop arm and grabbed Cornock and said "not a problem after I get Argit." Ben stepped out followed by Gwen and Lucy and he said "this isn't about Argit this is about you and me." Kevin said "don't flatter yourself your turn will come" and Cornock said "hey felon don't look away from me."

He pulled out another blaster and shot himself free of the goop arm only to be engulfed by a large water stream. However he was saved by Gwen catching him in a mana orb and Ben said "you were right magister I thought your cadets would soften up Kevin for me but this is my fight and I have to finish it." He activated the Ultimatrix and turned into Humungosaur and Kevin landed and said "not impressed."

Ben slapped the symbol on his chest and after another green flash he had turned into ultimate Humungosaur and said "how do you like me now" and he charged toward Kevin and Kevin charged toward him. In the hallway the whole building shook and Argit wondering what it was turned on a screen that was hooked up to a camera in the main room.

He saw that it was Ben and Kevin duking it out until Ben knocked Kevin into said camara and disabled the footage and Argit said to himself "he's here Kevin's here." He ran back into the cafeteria and said "Octagon, Rhomboid" and Rhomboid said something that sounded like "pardon us but do we know you" and Argit said "of course you know me" and Octagon said "nope we haven't had the pleasure of meeting that particular individual."

Rhomboid winked at him and said "We're what you call playing dumb" and Argit said "okay new rules you do know me" and Rhomboid said "ok then howdy" and Octagon said "What's going on." Argit said "Kevin's here on the station you need to help me" and Rhomboid said "that's you got to help me provisional cadets" and Argit said "whatever what weapons do you have with you."

The put a duffle bag on the table and opened it and to reveal dozens if not hundreds of weapons and Argit said "that could work." In the main room of the academy Ben and Kevin were still trading blows until kevin got him with an uppercut which knocked him onto the upper level and where he turned back to his human form."

Kevin said "for old time's sake I'll make this quick" and Gwen shot him with mana blasts and said "don't you dare" and at this exact moment Erza, Grey, Lisanna, and Mira were charging up behind her as well about to attack Kevin as well. Gwen's blasts were strong enough to knock him against the glass window of the station and Kevin said "you too I thought you cared about me."

He then shot a beam at her which knocked her down and out" and Erza requipped into her purgatory armor while Grey chanted "ice make: lance" and Lisanna turned into a being they had encountered on their expedition which just to happened to be the natural predator of the heatblast and charged at Kevin while Mira turned into her Satan soul and charged at Kevin.

The ice shards shattered against Kevin and he knocked back Lisanna and Mira and then turned his sights on Erza who he blasted with the acid that Goops body was made off which caused her to shriek bloody murder as the acid was burning through her armor to her skin. Grey chanted ice make: icy cannon" and a huge bazooka appeared in his hands made out of ice.

He started shooting ice rounds at Kevin who was destroying each one with a single punch until he got bored of it and shot a beam of lightning at the ice. This caused Grey to get electrocuted as well and when he was struggling to stand Kevin said "if you are reborn in the next life and you get to earth land try picking an element that won't conduct electricity."

He then punched Grey straight in the face and said "I've always wanted to do that" and Argit and the Vreedles ran into the room just in time to see Grey hit the floor unconscious. Kevin the noticed that Argit was in the room and Argit shouted at Octagon and Rhomboid "get him get him get him." Octagon pushed him out of the way slightly and shot a metal orb at Kevin."

Argit said "what is that" Octagon said "that's what you call a nuclear fusion grenade" and Rhomboid said "ought to blow Kevin up real good." Argit said "not to mention this whole space station and everyone in it" and Octagon said "I had not completely considered that fact." Lucy ran up behind them and said "you idiots" and slapped them both upside the head.

Ben at this point had regained consciousness and saw that the nuclear fusion grenade was about to explode and thinking quickly he turned into Echo echo and shouted at the grenade trying to contain the explosion. When that didn't work he punched the symbol on his chest and said "ultimate Echo echo" and shot his sonic disks as that explosion.

He pushed it out with sonic waves from his mouth right through the glass however thankfully for the base a metal plate came down almost instantly. Ben was pushing the explosion as far away as he could until it exploded which most of the team which had regained consciousness by now saw the explosion and feared the worst.

Kevin came up behind Argit and Argit said "come on buddy cut me some slack remember all the good times" and Kevin said "no but I'm going to remember this" and he picked Argit up by his shirt and threw him across the room. Lucy said "I guess it's up to me" and pulled out two gate keys and said "okay gate of the golden bull and the maiden Taurus and Virgo."

They both appeared along with Loke and Lucy said "I didn't summon you Loke" and he said "I sensed you were in danger and it is part of my contract that I protect you from danger. Why don't you go back Virgo" and Virgo said "very well do you wish to punish me for showing up" and Loke said "no I do not just go back" and she did so.

Kevin said "you summon a cow and a playboy to take me on" and Taurus said "you will not lay a hand on Luuucccy's nice figure" and Loke said "I feel the same way." Kevin said "then I'll kill both of you and then her" and Loke said "don't you know it's impossible to kill a celestial spirit well unless you keep them in the human world for longer than they're power can handle.

Anyway, enough talk let's fight" and Loke was the first to charge in and lit his fist in a beam of light and said "regulaus impact" and that dazed Kevin for a moment. Just in time for Taurus to attack him with his axe however Kevin quickly got over his daze and grabbed the axe and attacked Taurus which sent him flying through the air and back onto the floor knocked out.

He then threw the axe at Taurus who disappeared back to the celestial world and Kevin then shot electricity at Loke who screamed out in pain before he disappeared as well." Kevin said "got any other tricks up your sleeve before I kill you" and Lucy said "only one" and she ran toward him and shouted out **"Lucy kick"** however that didn't do anything.

Kevin caught her foot and threw her into a machine that exploded behind her and she got blasted forward face down." Kevin the walked toward the down Argit and picked him up again and punched him multiple times and then threw him into the center console in the room which also exploded when he hit it.

When Kevin came up to him again Argit weakly said "no more please" and Kevin just picked him up again and was about to deliver the finishing blow. Natsu came out of one of the hallways followed by Happy and he had seen the whole thing and said "Kevin that's enough" and Kevin said "yeah it is" and threw Argit's unmoving body behind him."

Natsu said "how could you do that Kevin he was your friend" and Kevin said "yeah he was" and Gwen got in the way and said "give yourself up Kevin don't make me" and before she could finish her sentence he broke through her shield when sent her flying. Natsu said" how dare you" and charged up a fire attack and shouted **"Fire dragon's wing attack"** however kevin countered it with a water blast which put out Natsu's flame and knocked him back at the same time.

Kevin walked over to Gwen just as she was getting up and just as he was about to deliver the final blow to her he stopped short and closed his eyes as if trying to repress memories. The electricity attack in his hands slowly disappeared and he knelt down next to her and said "the only reason you and your team are alive is because of what you used to mean to me."

He then turned intangible and flew through the base and out into the cold reaches of outer space at this moment Natsu got up and said "let me at him" and Gwen said "he disappeared." Natsu was complaining about not getting a proper chance to fight Kevin one on one but Gwen just tuned him out and Gwen noticed Cornock helping Ultimate Echo echo into the main area and she said "Ben."

Cornock said "he just came back through the airlock he's pretty banged up" and Ben transformed back and said "I'll live" and Cornock said "that's more then Argit can say." Ben Kneeled down and said "come on Argit get up" and Cornock said "he's dead son" and Ben said "no he's playing dead come on Argit shows over" and Argit opened up an eye and was looking around and opened both and said "is he gone yet."

Ben just shoved him over and Argit got up on his own and said "if I hadn't shut off my pulse he would have kept hitting me" and Lisanna said questioningly "shut off your pulse" and Ben said "how do you think a species that obnoxious manages to survive so long." Argit huffed in annoyance and said "well if you'll excuse me."

Cornock said "we have some unfinished business" and Argit said "such as" and Cornock said "you assaulted two of my cadets not to mention the 14 acts of warrants for your arrest or did you forget." Argit said "actually I sort of did" and Cornock picked him up by his shirt and threw him to two people and said "lock him up."

Argit said "you aint serious" and Octagon said "oh yes we is or are" and Rhomboid said "now that we is genuine cadets" and Octagon corrected him and said "or are." Argit said "I am having a very bad day" Ben noticed that Lisanna was standing on the upper level just looking out into space and he joined her up there.

He said "what happened to Kevin" and she said "he got away maybe it's still not too late to help him" and Ben said "and maybe it is" and they both just continued to stare off into space (literally).

 **Okay yet another chapter done and to be quite honest with you I was dreading writing this chapter because whenever I watch any episode of either Alien force or ultimate alien where the Vreedle brothers have even a single line I lose about half of my brain cells. The next chapter is going to be probably the longest in this story because I have decided to write both episodes of Absolute power into one chapter.**

 **So get excited for that because I know I'm going to be having cramps in my fingers for at least a week after that. One favorite of this story equals one like for my suffering. Until next time this is Diamondholder signing off.**


	7. absolute power

**Hello my fellow readers, writers, and people who have been enjoying this story so far, I'm back with yet another new chapter. In this chapter we're going to be going over the events in the hour-long episode absolute power of which I'm sure by the end of this I'm going to be experiencing finger cramps for about a week.**

 **Anyway, I have been excited about this chapter since I've started because this is personally one of my favorite episodes. Okay I've about talked for long enough so without further ado let's get this show on the road.**

"Talking"

" _Thought"_

" **Yelling"**

(country, farm)

It's the middle of the night when Alan Albright is running through a cornfield however, Alan Albright isn't the most normal person in the world. Whenever he so feels like he could turn into a pyronite which would make his body more durable covering it with charcoal material and setting his head on fire. After kneeling down to rest for a moment he pulled out a plumber's badge that his dad gave him and said "I think I lost him."

At that very moment the intangible form of Kevin appeared right in front of him and after he turned tangible he said "think again" and threw an ice breath attack at Alan attempting to freeze him. A few seconds later the mist disappeared to reveal Alan in his pyronite form and he said "Wait Kevin it me Alan" and Kevin said "I know" and with that he started wrapping Alan up in the vines using his swampfire powers.

A few seconds after the wrapping was compete Alan turned up the heat literally and burned the vines around him and he shot fire at the ground creating a platform for him to fly on. Alan said "what did I ever do to you" and Kevin said "you have something I need" and Kevin then lit his eyes up red and shot a radiation blast which Alan tipped backwards somewhat to deflect the blast to the platform he was flying on.

He then maneuvered and managed to fly in the air for a quite a while and flew behind Kevin and shot fire at his back knocking him to the ground for a short time. Alan said "I'm made of fire I don't have anything else on me" all the while still blasting Kevin with fire. Kevin shot water from his hands at Alan which knocked him a distance back and out of his pyronite form.

The short distance high pressure water blast must have hurt quite a bit since Alan was struggling to get up and Kevin opened up his wings and said "it's mine." Alan said "whatever it is you're looking for I swear I don't have it" and turned back into his pyronite form. Alan attempted to shoot a fireball at Kevin only for Kevin to activate his terraspin powers and stop the fireball in its tracks and turn Alan back into his human form again.

Still feeling the need to defend himself Alan turned back into his pyronite form and after Kevin instead of attacking him grabbed him and started absorbing his power. Kevin said "all mine" and as the energy was absorbed the fire around Alan's head and coursing through the cracks in his body started going out. When Kevin got done he was surrounded in a faint white light and which quickly turned into a fire shell on the outside of his body.

He got a savage grin on his face and said "more" and Kevin was about to finish off Alan by saying "goodbye Alan" and was about to use fire to finish him off ironically. Before that happened of course Ben jumped into the fray in his NRG form (which how did he get there so fast) and said "that's enough Kevin."

Kevin said "let me go Tennyson" and Ben pretending to think about it said "uh no" and then blasted Kevin into the cornfields and turned to Alan and said "Alan can you hear me." The only response Ben got was a groan of pain and Kevin started walking towards him again and said "I want your power" with a grin on his face.

Ben said "yeah well come and get it" while baiting Kevin along with a finger and Kevin charged at him and only for Ben to dodge. Ben tried shooting a radiation blast at Kevin only for Kevin to dodge by turning into a puddle of goop with well Goop's powers. He slithered toward Ben and reformed behind him and grabbed him in some sort of lock.

Kevin said "I'm going to crack you like an egg" and Ben said "let go of me" and Ben turned up the heat of his metal suit which broke Kevin's grip. After skidding on the ground for a second they faced off again and Kevin said "I shouldn't have let you go you were doing me a favor. Only one of us is walking away from this Tennyson and it's not going to be Alan" and started shooting an electrical blast from an antenna (can't think of a better term of it) in Alan's direction.

Ben was quick to jump in the way of it and just the short and small blast of electricity was pushing him back until Kevin increased the intensity of it which at this point knocked him off his feet and he landed right next to Alan. Kevin obviously changing his mind about killing Ben said "you time is coming Tennyson" and flew off after the next source of energy that he was going to steal.

Ben had gotten up and looked at Kevin's retreating figure until he heard Alan groan and he turned back to Alan and changed back and said "are you going to be okay." Alan said "no I'm not and I got off easy you should have seen what he did to the others" and Ben said "Peirce, Helen" and Alan finished "and Manny and some guy named Dr. Viktor.

Alan said "I didn't understand what he wanted from us until now" and Ben said "your energy and he's never going to stop unless I stop him."

(in town, Gwen's house)

Lisanna said "no I'm not going to help you" and Ben said "if you won't use your powers to help me find Kevin then I'll find him myself." Lisanna said "but it's Kevin" and Ben said "wake up and smell the end of the world Lisanna Kevin's out of control" and Lisanna said "but he's our friend" and Ben said "was our friend."

Lisanna said "I'm sure Gwen can figure out something to save him" and Gwen said "actually of all the spells that I've been looking through I haven't been able to find anything yet." Ben said "see" and Lisanna said "there's still hope" and Ben said "He's too far gone either we save him or we save the world" and he started walking out.

Lisanna ran in front of him and turned into one of her more house-friendly take overs and said "I won't let you hurt him." Ben placed a hand on what passed as her take over's shoulder and started pushing past her and she said "from what you've told us he's come out of this kind of thing before." Ben said "if you talking about what I told you from when he was kid he's way worse now than he ever was."

Ben opened the door to go out on a search and Lisanna also went outside and was holding a spell book and Ben found himself slam against an invisible barrier. He turned around and saw that Lisanna was holding one of the spell books and noticing the look he was giving her she said "Gwen's been teaching me and Mira how to read these books and how to use the spells.

Anyway, there has to be something we can do" and Ben said "he's beyond our help we have to think about the safety of everyone else." Lisanna said "I'm not dropping the spell" and Ben said "you don't have to" and activated the Ultimatrix and turned into his Chromastone form and said "Chromastone" and punched the invisible barrier which became visible and shattered."

Ben started walking away only to Lisanna to shoot a mana beam right at Ben to the point where it seemed that Gwen had been teaching her how to manipulate mana as well. Ben's crystal body absorbed the mana only for him to shoot it back at her in rainbow colored blasts which she narrowly dodged. She tried shooting disks of mana at him only for Ben to shoot a continuous beam at her which she just managed to change into a creature that she figured could take it.

However, that didn't go so well since she was grunting in pain while in her take over only for Ben to stop just before she turned back into her normal state. He said "go back inside Lisanna the mana powers are useless against me and none of your forms can stand up to Chromastone." Lisanna said "you think so" and opened up the spell book and said "Facio Gravis" and Ben felt the gravity around him increase which caused him to drop to one knee.

Lisanna said "now you'll stay here" and Ben said "what do you think Kevin is doing while your wasting my time" and he tried shooting another rainbow-colored beam at her. Lisanna was ready for that however and said "mafesio paie" which caused the rainbow beam to stop suddenly and drop to the ground like a turned off hose.

Ben then started melting in his Chromastone form and he pushed the Ultimatrix Symbol while still had an arm intact and turned into Terraspin and said "Terraspin" and used his powers to turn into a living fan blade and pushed Lisanna against the house. Ben then said "if you think for one second that Kevin wouldn't drain you dry" and Lisanna said "some friend you are you won't even try to help him."

Ben said "I'm not going to argue with you anymore Lisanna" only for Lisanna to chant a spell "tardus motis" which caused Terraspin to drop to his normal turtle appearance. While Lisanna landed on the ground he transformed again into NRG and said "NRG" and lit his hand up and slammed them down on the ground.

This caused an eruption of the magma it created only for Lisanna to managed to dodge in time but in that time, she lost track of Ben. She said "Ben" and she heard a tiny voice shout out "Nanomech." When he flew up in front of her face and he said "I had to dodge between the lava droplets" and Lisanna instead of just using a spell snapped the book closed on Nanomech.

She said "game over you lose" only for a flash of green light to emanate from the book and when she opened it up again she saw that it was waybig that he turned into. He crossed his arms and emitted a beam of pure radiation way more powerful than anything NRG could produce and just in time Lisanna managed to throw up a shield of mana.

Ben only stopped after the shield broke which had caused Lisanna to be knocked out and Ben transformed back and looked down on her. He said "do you know why you lost it's because you care too much about living things and that's exactly why you can't do what it takes to deal with Kevin." Ben then transformed into Jetray and flew off at high speeds and just as he was out of sight Gwen came up and said "what's going on out here."

She noticed that Lisanna was lying unconscious on the ground and said "what has gotten into you Ben" and Carried her inside to the room where the rest of the Fairy tail mages were waiting to go into action. When they saw the condition Lisanna was in Mira said "Where's Ben he's crossed a line" and Gwen said "I don't know he took off" and Natsu said "I can still smell him he's got a beating coming."

Gwen said "that would only end in everyone here ending up in the same condition as Lisanna" and Natsu said "so you think we should just do nothing" and Gwen said "that's not what I said. What we need to do is figure out a way to save Kevin before Ben finds him and does something that he will regret."

(warehouse, Bellwood pier)

Outside the warehouse everything looks peaceful that is until a couple members of the criminal group known as the forever knights come running out of the warehouse. A third tries to follow them before he is pulled back inside the warehouse by supposedly supernatural means before he is thrown at the door to the warehouse with enough force to leave a human sized imprint on the door outside.

The supernatural force is revealed to be Ben in his lodestar form when he floats overhead the other forever knights and picks one up with magnetic waves and throws it into another forever knight effectively knocking both of them down to the ground. Another forever knight tries to flee but the magnetic waves stop him mid-run and the magnetic waves turn him upside down and brings him right up to Ben's face.

Ben said "Kevin Levin where do I find him" and without waiting for a response he said "I said where" and used the forever knight he was holding with magnetic waves at the other two who were just getting up. He threw the one he asked at a wall when he was good and knocked out and he used his powers to pull a metal crate from near a wall where another group of forever knights were cowering and he knocked them all out cold without even asking again."

(Galvan prime)

Gwen and team Natsu plus Mira and Lisanna who managed to wake up shortly after Gwen laid her on one of the couches were standing in front of the regen tube that Max was in after suffering a major injury from Aggregor when he was still in power. Gwen said "I'm sorry to bother you when you're recovering Grandpa" and he said "I'm always happy to see you Gwen besides I don't have much to do in this regen tube except float and heal."

Lisanna asked "so how does this tube work anyway" and Max said "I have no idea I just know that the liquid with time can heal any injury (sound familiar anyone)." Gwen said "We can't let Ben destroy Kevin" and Max said "ben's right." Lisanna said "how is Ben right" and Max said "you all are Plumbers no matter if you temporary or not you need to put your feelings aside and do what's right."

Lisanna said "but this is Kevin we're talking about" and Max said "if you can't be a professional Lisanna then just stay out of the way and let ben do what has to be done I can't help you any of you." Gwen said "then we'll find someone who can" and as they were walking toward the teleport pad Lisanna said "you have someone in mind that might just be able to help us don't you" and Gwen gave her a knowing smile.

(in an alley, earth)

Someone is slowly limping whether it be from lack of energy or an injury is unknown until he comes upon a dog which is eating something from a ground by a garbage can." He blinks for a moment until he shoots a black beam at the dog intending to do something. Right as the black beam hits the dog a pink barrier forms around it and the black beam stops and Gwen kneels down before the dog to see if it's still alive.

She said "I never thought that I would see you like this Michael" and the person who is now revealed to be Michael Morningstar A.K.A. Darkstar said "you're not catching me at my best. Perhaps if you had bothered to call first before just dropping by" and Gwen said "it took lots of going through police reports to find your hunting grounds it's hard to believe that you've been reduced to draining the energy from dogs in back alleys."

Darkstar's only retort to that is "we all do what we must to survive where's Tennyson" and Gwen simply replied "Busy" and Darkstar said "and Levin" and Gwen replied "Busier enough with the chit chat" and she pulled out a spell book and lit one of her hands up in a pink energy field. Darkstar said "your mana it's as intoxicating at ever lovely Gwen" and figuring out what he going to do Gwen nodded only for Natsu to come down from the roof that he was on and knock Darkstar to the ground.

Darkstar said "you have friends in high places" and he simply blasted Natsu off of him and turned his energy draining beam to Gwen's mana enclosed hand. Natsu said "hey you jerk she's trying to help you" and Darkstar stopped the beam and said "I'll be the judge of that." After looking at the book for a moment Gwen started chanting a spell that enclosed Michael into an orb of mana that started floating in the air.

After she closed the book and finished the spell the orb of mana dispersed and deposited Michael none too gently on the ground. He stood up after struggling for a moment and got ready to attack Gwen again. He then noticed his reflection in a broken window and said "why would you do this for me I mean you're the one who turned me into the hideous creature that used to hide under a mask" and Gwen said "because I need your help" and Michael's eyes just widened in surprise.

(highway, middle of nowhere)

Ben is driving his car to his next stop to trying to figure out where Kevin is when all of the sudden a call comes through on his car's dashboard and without bothering to see who was calling he said "I'm done talking Lisanna." The person said "I'm not Lisanna but we are going to talk about her" and Ben said "so let me guess she couldn't convince me so she ran to you."

Max said "something like that" and Ben said "you agree with her" and Max said "no Kevin's a menace your friendship aside the only responsible move is to take him down with all necessary force." Ben said "then I don't get what we're talking about" and Max said "it's the logical move, it's the safest move, it's the sensible move" and Ben said "but" and Max continued "it's not the Ben move.

You trust people you give them second chances and they live up to your expectations Kevin was sociopath when you were kids. But you trusted him anyway" and Ben interrupted "and look how that turned out" and Max said "he's turned into a fine young man a hero a dozen times over" and Ben said "but now he's a monster."

Max said "true and I would have put him down like a mad dog but I never though you would" Ben said "not this time when I thought you were dead I had to do a lot of growing up." Max said "you did fine" and Ben said "for a while but then I let my fame get to my head I've been as big a jerk these last few months as I ever was."

After a few moments of silence Ben said "aren't you going to argue with me" and Max said "not when you're right" and Ben said "I've told myself that when the situation got serious so would I." Max said "I'm not going to argue with you I just wanted to make sure you really though this through" and Ben said "I have I'm sorry about what's going to happen to Kevin really I am but this isn't kid stuff anymore playtime is over" and he hung up the call and continued onto his destination.

His destination was a cave under the earth and the only thing that can be seen to start out with are two shadows one domination the other. The two shadows turn out to be one of Ben's enemies Vulcanus and the other one is Humungosaur. Ben shoves Vulcanus into a wall of the cave and then picks him up and throws him into a group of his minions who scrambled to avoid being hit by their boss's body.

Vulcanus said "why do you keep following me around" and Ben picks up Vulcanus and pins him against the wall and said "you've done business with Kevin before." Vulcanus said "of course you know I have he really puts himself into his work if you know what I mean and I think you do" and he pulls out a piece of taydenite from somewhere.

Humungosaur said "where is he" and without waiting for a response he throws Vulcanus over his head and then picks him up again and sends him skidding against the floor. when Vulcanus tries to get away Ben just grabs him by the ankle and pulls him back into the fray and uses the back shatter (as you can tell I don't follow wrestling at all) and then throws him into a stalagmite.

Vulcanus said "hey watch it I'm still paying for this" and Ben just picked him up and started applying pressure to his shoulders and said "answer me." Before Vulcanus could respond Ben put enough pressure on his arms to shatter them and remove them from his body and Vulcanus said "not the arms they're the hardest parts to replace they're always on back order."

Ben said "I'm not playing games Vulcanus where is Kevin" and Vulcanus said "even if I knew I wouldn't tell you, you didn't say please toodoolo" and he disengaged himself from the robot suit and jumped down Ben trying to get away again. That however didn't work as Ben ran after him and dived to catch him and Vulcanus said "nobody likes a bully you know."

Ben said "stop holding out on me Vulcanus spill" and he shook Vulcanus until he was dizzy for a moment and Vulcanus said "if you don't stop I'm going to spill something alright." Ben was about to punch Vulcanus right in the face in a blow the probably would have killed him when his hand was enveloped by glowing Pink energy.

He looked over to where it was originating and as that it was both Lisanna and Gwen who had combined their efforts to stop his fist." He said "Lisanna, Gwen" in an angry voice and Lisanna said "let him go Ben" and without giving him the chance to they both pulled their arms back which caused Humungosaur to trip forward and drop Vulcanus on his head.

Even though he was upside down Vulcanus said "you two tell him" and without warning he ran toward them intent on attacking them but they were ready for that. They started by creating thin bars from the earth and they were spinning the bars around until it was a makeshift cage and Lisanna said "would you just listen already."

Instead of listening Ben just pounded on the bars and roars somewhat quietly until he figured out how to break out of it. He punched the ground which caused a shockwave which broke apart the cell. Ben said "out of my way Gwen I'm going to find Kevin no matter what it takes" and before Gwen could respond Natsu jumped up and punched Ben in the face which effectively knocked him down to the ground.

A new voice appeared and said "that was rather brutish and uncouth but you will never find him" and Ben looked up and said "what are you doing here" when he saw that it was Darkstar. Darkstar said "what am I doing here why I'm merely offering you my assistance with your osmosian dilemma isn't that right lovely Gwen."

Gwen merely scoffed and said "don't push it Michael" and Ben transformed back and said "you brought Darkstar into this and let me guess he's going to pretend he's our friend again right." Lisanna said "he the only one who can help Kevin" and Ben said "sure." Darkstar said "oh but I can because I understand Kevin we think the same" and Ben said "your making less sense the usual" and Gwen said "let him finish."

Darkstar said "I can help you Tennyson because I can predict Kevin's next move he and I are the same" and Ben simply said "uh huh you're both evil." Ignoring the remark Darkstar said "we both have an insatiable craving for energy" and Ben added on "and you're both evil." Lisanna said "Kevin's not evil somewhere deep down he's still our friend."

Darkstar said "no lovely Lisanna Kevin is not your friend anymore he just looks like him he's an empty shell only knowing a hunger that must be fed. That craving is his weakness" and Gwen said "Michael has a plan to cure Kevin" and Ben said "and I already don't like it." Ignoring Ben's comment Darkstar said "when the dominus Librium was destroyed I managed to save a piece of it."

Ben said "the energy absorption thing you used to cure Kevin before" and Darkstar said "precisely" and Ben enthusiastically said "Great." Darkstar said "however it no longer works" and Ben dejectedly said "Great" and Darkstar said "however, with a large enough power source we may be able to tap into its inherent abilities."

Ben said "you're kidding me Gwen and Lisanna have already tried long enough to find a cure for Kevin every moment he's out there is a moment too long. Now for the last time are either of you going to help me find Kevin because if not whatever he does it's on your heads."

(middle of town, abandoned arcade)

Inside of the abandoned arcade which had been abandoned for 5 years Kevin is pacing back and forth mumbling to himself until Lisanna calls out "Kevin." instinctively he attacks shooting spider web from his mouth like ultimate spidermonkey does at her only for her to throw a shield up to prevent it from hitting her.

As she lowers the shield he said "bad idea Lisanna" and Gwen said "I'm here as well" coming out from behind him. Kevin said "it was also a bad idea for you to come as well" and Gwen said "what is" and Kevin said "tracking me here." Lisanna said "We had to Ben's after you" and Kevin shouted **"You brought him here"** and he punched the ground causing some dust to rise along with rubble to fly in all directions.

Gwen said "no we came so we could talk just the three of us" and Kevin said "yeah" in a questioning tone" and Lisanna said "yeah" trying to reassure him. "Ben's going to do whatever it takes to stop you do you understand whatever it takes" Lisanna said to him. Gwen said "however I think that we can help you if you just trust us I really think we can cure you."

As Lisanna and Gwen place a hand at each of his temples he started making grunting noises as if were in pain and he said "you shouldn't have come here either of you" and Kevin seeming to be in even more pain he said "don't you realize I've been trying to stay away from you two." Lisanna asked "why" and Kevin seeming to get the pain under control said "Because I knew what I would do to you if I had the chance."

Kevin then charged at the both of them and he smashed a couple of the old games which exploded and knocked them back a little bit. He then charged forward again this time punching a hole in the ground and then ripping a support from it's frame and came charging after them getting ready to hit them with it.

The pole exploded however and both Gwen and Lisanna had their hands ignited in magenta energy and were throwing explosive disks at him. The double attack knocked him back just far enough for them to gain some distance from Kevin so they could stop fighting in close quarters. Kevin deciding to use ranged attacks this time shot a fireball at them only for Gwen to move two of the old games together which those took the hit for them.

Lisanna said "split up" and Gwen nodded and ran to the right while Lisanna ran to the left and Kevin ignited his whole body on fire. he decided to go after his main target Gwen and he flew up through the roof and slammed down on the ground right in front of her. Kevin then used the powers he stole from Alan to create a circle of flame around them and while Gwen was trying to hold him back with her Mana attacks that didn't work really well.

Right after she pulled out her spell book she heard a distorted voice say "hit the deck" and she did so and could feel the fire being put out both around her and Kevin. she got up and looked back to see that Lisanna was a giant fish thing that could apparently survive on land. Gwen said "what is that form" and she said "it's a cross form I used some of my power to transform my mouth and body into that of a water shooter from our world.

With the partial take over I am able to make it so that I can shoot water from my mouth that is able to put out any flame. Kevin got up and was soggy and looking royally pissed and he said "playtime is over" and he threw a handful of seeds at the both of them. The seed imbedded themselves in the cracks of the floor and then almost immediately sprouted vines to wrap about the two girls.

The spell book fell out of Gwen's hand while she was wrapped up completely without a single bit of her skin or clothes showing under the vines. Lisanna summoned the spell book to her and chanted a spell which caused rock creatures to come out of the ground. Lisanna said "if you can have things sprout from the ground so can I" and he laughed and said "you called out Charmcaster's pet monsters I got to say I'm impressed."

Two of the rock monsters stayed behind and freed their new mistress and her friend before joining the dogpile that the others had created on Kevin. Gwen said "thanks Lisanna it was getting hard to breath in those vines" and Lisanna said "what are girl friends for." Lisanna then turned to Kevin and said "I'm really sorry it had to end this way Kevin" only to see the magenta stripes around the golems disappeared.

As soon as he absorbed the mana from the golems he destroyed them with ease and then said "thanks Lisanna and I didn't get you anything" and he formed a solid orb of magenta energy in his hand and threw it at the two of them. Gwen tried to destroy it with one of her disks which shattered upon impact and Lisanna grabbed her hand and forced it back behind them.

In front of them a shield half teal half magenta appeared in front of them and the mana orb that Kevin shot at them shattered with almost no visible damage to the shield. Gwen said "what is this" and Lisanna said "on earthland this is what is called a unison raid basically it's where two magic users can combine their powers with each other to make a stronger attack or in this case a shield.

Kevin said "if you're done with your explaination" he then used his Echo echo powers of sonic waves to make cracks appear in the shield and after increasing the power of the waves it shattered the shield. The impact was so powerful that it sent them into the air and slamming into a wall and Kevin was walking smugly towards them.

He turned to Lisanna and threw another handful of seeds at her which instantly sprouted and wrapped around her and said "I'm saving you for last" and he then grabbed Gwen by the nape of her neck and all Lisanna could hear were the high-pitched screams that Gwen was letting off. Lisanna then turned her whole body into that of the giant rock monster which shattered the vines and ran towards Kevin and knocked him back away from Gwen.

That respite was all Gwen needed and she chanted a spell which caused the remaining machines to slam into Kevin and hold him against the wall. She then ran and said "over here Lisanna and she formed a transparent energy dome around them and teleported them back to the alleyway where Ben and Darkstar were waiting.

When she appeared between them Ben said "I thought we were going to have to come in after you two" and Lisanna said "not quite" and Darkstar spoke up and said "I suggest we prepare ourselves for what comes next and quickly." Gwen said "I can't believe I'm saying this but I actually Agree with Michael now" and Lisanna said "it's best so that we can cure Kevin."

While flying on the way there Gwen and Lisanna were slumped in the chairs of the rustbucket 3 and Lisanna said "it didn't work Michael Kevin's just as dangerous as ever." Ben scoffed and said "really and I thought you would be able to just talk him out of his mindless revenge spree." Before another argument broke out Darkstar said "it worked perfectly lovely Lisanna.

Levin's had a taste of lovely Gwen's power he is going to want more" Ben then said "so she's the bait what's the hook" and in response Darkstar just smiled.

(los solidad, middle of nowhere)

They land the ship just outside of a wall that divides the military base from the rest of the desert and Darkstar leads them to the same room that Aggregor used to absorb the 5 captured aliens. "I still don't get it what's suppose to happen when Kevin gets here" asked Ben and a new voice came into the conversation "I think that's where I come in."

Ben said "do I know you" and then realization became clear on his face and he said "is that you Cooper" and Gwen walked over to him along with Ben not too far behind. Cooper said "I had a growth spurt" and Gwen said "yes you did" and he started getting all nervous and blushing and said "uh hi Gwen I'm just glad to you know help out."

Darkstar came forth and said "our twitter plated young genius has agreed to help build a machine to tap into the inherent powers of this" and he held up the piece of the dominus Librium in his hand. Ben said "the dominus Librium again" and Gwen said "if they can get it working we can use it to cure Kevin just like last time."

Ben said "and if it doesn't work" and Darkstar said "you already know the answer Tennyson there is but one way to deal with a mad dog." Gwen said "but it's not going to come to that it's going to work" and Cooper who had some doubt in his voice said "I'll do everything I can Gwen" and Ben said "it's obvious why Cooper's helping you not so much" looking at Darkstar.

Darkstar said "the same as always Tennyson power" and Gwen said "I promised him mana if he helps I'll give him enough to keep him at full power for a year." Ben said "yeah great plan all around" and Lisanna said "it was the only way to save kevin" and Ben said "we are way past that" and Lisanna said "no all we have to do is" but she was cut off.

Ben said "there is no we not this time I put Kevin in the position where he had to absorb that energy it's my fault he's gone crazy. All those people he's hurt all those people he going to hurt that my fault as well" and Lisanna said "stop feeling sorry for yourself it's not your fault in fact it's no one's fault in Fairy tail we have a motto move forward from that past and look towards the future."

Ben said "the plumbers have a similar one but that's been outdated" and Lisanna said "you've got to at least let me try." Ben said "I will but only because I know you're going to fail paradox already told us how this one was going to end. If you can get Kevin here fine it's a good a place as any to finish this how long before that thing is ready" and Cooper said "a few hours."

Ben said "you think we can delay Kevin anywhere near that long" and Cooper said "uh less" and Ben said "in one hour you get one shot then Kevin belongs to me."

(Gwen's house)

All is peaceful in the sky until a fire comes flying through the sky it is revealed to Kevin and he lands in front of the house and said "Gwen I know you're in there I can smell your mana everywhere." Kevin slammed a fist into the door and used the claw in his fist to pull the door off its hinges and on the other side of the door was Max.

He said "she can't come out right now can I help you" and Kevin said "unless you want another trip to the hospital old man you'll step aside." Max said "not before we talk" and Kevin said "we've got nothing to talk about move or die" and Max said "your call." Kevin was about to make the doorway bigger by tearing it apart but Max pulled out a blaster and blasted Kevin with it 4 times where Kevin was forced onto his back in the street.

Max said "sorry it had to end like this kid" and Kevin said "not as sorry as your about to be" and ignoring Kevin's threat Max shot him again only for Kevin to absorb it with his Chromastone powers. He then shot a beam of light at Max which knocked him back and Max rolled as Kevin was about to stomp on him. He then threw three smoke grenades which prevented Kevin from seeing him although Kevin said "you think that's going to save you."

Max then put an activate explosive on his back and dived out of the way only for Kevin to turn around and then be blasted into a street post which caused the top half to snap off. Kevin landed on his feet and wiped the blood off of his chin with the spidermonkey arm that he had on him and said "I've had enough of your tricks" and Max said "too bad I'm just getting started."

He pushed a button on a remote and the rustbucket 2 came toward Kevin only to stop right beside him with a gun mounted on top of it. Max then spoke into the controller "Fire" and green lightning enveloped Kevin and brought him down to his knees. Kevin got on his hands and used his Armodrillo power to create a shockwave and said shockwave caused max to fall into a hole.

Kevin picked him up and said "I don't know why I ever looked up to you, you don't even have any power to steal" and a new voice said "put him down Kevin." Kevin turned to a middle-aged man who had his hair parted down the middle and wearing a blue button-down shirt and jeans with black loafers. Kevin said "you don't tell me what to do" and the man said "I said put him down are you listening to me son."

Kevin said "you're not my real father you don't tell me what to do" and he put Max down none to gently and the man said "your right I'm not but you were 4 years old when I married your mother and I raised you as my own." Kevin said "so" and the man said "so, so your going to listen" and Kevin said "you got nothing to say to me.

You try to take my real dad's place you convince my ma to kick me out on the street when I was 11 years old" and the man said "we didn't kick you out Kevin you demolished our house." Kevin said "whatever if ma loved dad then she would've never remarried" and the man said "you watch your mouth. Your mother loved your late father more then me and you more then either one of us."

Kevin just stay quiet until he went to go into the house and his father stood in his way he said "Step aside Harvey I'm here to see Gwen" and Harvey said "so you can drain her powers. Max told me what you've been doing I'm not going to let this happen" and Kevin said "how are you going to stop me are you hiding my ma in there" and Harvey said "no I would never let her see you like this.

She was so proud of what you were becoming I'm not going to let you break her heart again" Kevin pulled his fist back and covered it in electricity and Harvey said "go ahead I'm not afraid of you anymore Kevin." Ben then said "I'll take it from here Mr. Hatchet (I think that's what his last name is I can't really hear it good enough) and Kevin said "I figured you were around her somewhere Tennyson."

Ben said "yeah Gwen had this plan where we all talk to you and you see the error of your ways" Kevin said "sounds like Gwen alright" and Ben said "but you and I know better there's only one thing you understand." He then activated the Ultimatrix and slammed it down on the hologram of Big Chill however when the green flash died down Kevin charged up an electric blast and fired it at Big Chill.

Big Chill went intangible however that was unneeded as Natsu jumped in and ate the electricity and after a moment of gathering it he said "oh yeah I'm all fired up now face the power of the lightning fire dragon slayer." Kevin said "sounds interesting" and he then charged forward at Natsu who charged at him as well with a fist ignited on fire that was crackling with electricity.

Natsu dodged Kevin's attack and got him with an uppercut directly in the chin which caused Kevin to go flying up into the air. Ben then took the opportunity to shoot his breath attack at Kevin which encased him in a block of ice and the block fell to the ground while Ben was still making it thicker. Harvey ran over to Ben and tapped the Omnitrix symbol which caused him to change back to his human form.

Ben then walked up to the frozen Kevin and said "I'm sorry I had to do this to you Kevin" only for Kevin to break free which caused Ben to be knocked backward by the shattering of the ice. Natsu puffed out his cheeks and chanted "lightning fire dragon's roar" and fire surrounded by electricity shot from his mouth and impacted on Kevin and then a voice behind Kevin chanted "ice make: lance" and the sharp projectiles hit and shattered against Kevin.

Kevin turned around and said "you're still using that old move" and Grey said "if you want to try another one on here I go" and he started chanting again "ice make: ice cannon" and he was now holding a giant bazooka and shot ice rounds at Kevin. Kevin said "wow I can actually feel that" and Natsu said "don't turn away from me" and started charging toward Kevin while chanting "lightning fire dragon's elbow" however that didn't work out so well at Kevin turned quickly and blocked the elbow strike with one of his own.

He then reeled back his other fist and punched Natsu right in the face and was doing it repeatedly so Natsu was getting a severe beating. Grey said "hey the only one who beats on the idiot is me" and he shot more rounds from his ice cannon which hit Kevin and made him let go. Kevin then started charging toward Grey and punched his head off and Kevin said "oh well one less person for me to steal their power from."

Natsu saw that and had an expression on his face that showed immense rage and after a loud shout **"AAAAAAAAAAAAAAAHHHHHHHHHHHHHHHHHHHHHHHHHH"** his face above and below his eyes now had a scaly pattern and then he charged and hit Kevin and dodged before Kevin could counterattack." Ben saw that Happy was flying nearby and said "what happened to him" and Happy said "that's Natsu's dragon force form.

While he in that form his speed, strength, and offensive power are all raised along with his defensive power making his body more dragon-like and durable." Natsu punched Kevin right in the stomach only and Kevin kneeled over but that seemed like an act as he almost immediately slammed his fist into Natsu's face.

While Natsu was more durable he was still tired out from fighting before and he was sent flying back and Happy went over to him to see if he was alright. Kevin then walked over to Ben and said "you're always so sure your going to win even with your backup defeated what do you have to say for yourself now.

Ben raised a hand and said "spidermonkey" and slammed down on the faceplate of the Ultimatrix and he transformed into a blue monkey with 4 arms and a tail with 4 eyes. He shot a bit of spider silk in Kevin's face only for Kevin to almost immediately vaporize the silk and then look back at where Ben was only to see that he was gone and said "where are you Tennyson."

He turned to his left only to be hit with a lamppost and as he was flying back Ben said "and it going, going, going gone. He then put the lamppost down and said "that's Tennyson's 250th home run this season" but he was interrupted by Kevin shouting **"Tennyson"** and Ben said "may have to call that ground rules double."

He managed to jump up just in time to avoid a neuroshock beam from Kevin and Kevin kept shooting Neuroshock blasts from his eyes at Ben who managed to dodge all of them. He then shot a string of spider silk from his tail and swung Kevin around and right into the rustbucket 2. Max who had been watching the whole thing silently said "Ben" in an unbelieving tone and Ben said "uh sorry grandpa."

Gwen came out and said "what are you doing" and Ben said "I said I was sorry and anyway you're suppose to be hiding." Gwen rebutted "and your supposed to be delaying him not dropping RV's on his head" and Ben thought it over for a second and said "actually it was the other way around." After a look from Gwen Ben said "look I know what the plan was but since I already beat him we don't need the plan" only for the front bumper of the RV to be thrown toward them and stopping short.

Kevin then appeared under the rustbucket and started lifting it up and said "Gwen" and threw the RV backwards upside down. Ben then said "what was that plan again" and he rushed toward Kevin only for Kevin to say "you're in my way Tennyson" and using his terraspin powers he formed a tornado which sucked up Ben and carried him off to somewhere.

Kevin then charged right at Gwen only for Gwen to form a stronger shield which caused Kevin to bounce off of it and fly back a few meters. Kevin looked up from the ground and saw that Gwen was retreating on foot on floating mana platforms that disappeared almost as soon as her feet left them. The tornado was running through downtown Bellwood and Ben then shot spider silk from his tail and wrapped it around a lamppost and turned back.

He spoke into his Ultimatrix and said "how's the plan working" and Gwen said "like a charm could you call me back I'm a little busy" and she put her Plumber's badge away. She formed a solid sphere of energy and threw it Kevin where it impacted with his face and he was knocked back slightly. Gwen then shot another energy disk at him which caused him to go flying way back" and she stopped using her power for stepping stone and landed on top of a truck.

Gwen pulled her badge back out again and said "okay I ditched him for a minute" and Ben said "are you sure this is how you want to play it" and Gwen said "this is how you want to play it too. If we fail then" and after a moment she said "look we won't fail Kevin's a good man we have to trust that. At that moment the truck Gwen was standing on started honking repeatedly and Ben said "what's happening" and Gwen saw that Kevin had touched down right in front of the truck.

The truck driver swerved so the truck would hit Kevin on it's side hoping to avoid the serious damage to his truck however that was pointless when the truck exploded. After not getting a response from Gwen Ben slid down from the lamppost and went to find his car and back at the crash site all that could be seen was fire and out of the fire came a transparent mana orb that was holding two people.

When the mana orb dropped the two people inside Gwen and the truck driver saw Kevin coming out of the fire and Gwen said "run" and the truck driver did without a second thought. Kevin said "I'm starting to think you're deliberately avoiding me" and Gwen said "you're not right in the head you don't know what you're doing."

Kevin said "I'm getting back at anyone who ever did me wrong and I'm stealing your powers because I want them I'd say I'm pretty clear headed." A voice from the forest said "if you want power how about you give us a try" and Mira and Erza came out of hiding in the trees. Kevin said "how many distractions are there going to be" and Erza said "As many as it takes to stop you, you foul beast.

She then requipped into her heaven's wheel armor which summoned the 12 swords to fly around her in a circle and said "dance my swords" and the swords flew towards Kevin while Mira turned into her Satan soul form and said "Get out of here we'll hold him off as long as we can" and Gwen nodded and continued running toward the final destination of their plan.

As Kevin destroyed all the swords by snapping them in half separately Mira charged at him and said "Dark Eraser" and she shot the ball of darkness at Kevin only for it to have no effect on him. He said "that's a pretty powerful attack how about I take your powers while I'm at it" and he grabbed Mirajane by the arms and her power started flowing into him and Erza then sliced at him with another sword which caused him to remove his grip.

He then grabbed Mira by a arm and threw her into Erza which caused both of them to fall down to the ground and Kevin said "okay now to continue" and he started going after Gwen again. Kevin then landed in front of Gwen again and her spell book came out in front of her and she said "timpestis erectum" and wind started blowing from behind her directly to Kevin.

She said "stay back Kevin" and he said "I'm not afraid of you" and Gwen said "you should be" and said "timpestis impatis" and a lighting bolt came striking down at Kevin. He looked up and had rainbow colored eyes (like the beam the Chromastone fires) and said "thanks for the pick me up" and shot a high powered Chromastone beam at Gwen which she tries to block with a shield but it busts right through.

Kevin then used speed to get over to her and Gwen said "I still believe in you Kevin" and a voice behind Kevin said "that's where we differ" and Gwen looks behind him to see that Lucy and Ben are standing there." Surprisingly Lucy is wearing an Ultimatrix on her left wrist" and noticing the look on Gwen's face she said "a present from Azmuth a one time use only transformation for 15 minutes.

Ben activated his Ultimatrix and turned into Echo Echo" and Lucy activated hers and turned into Rath and when the flash of both Ultimatrixies died down Lucy said "Let me tell you something Kevin Levin you've gone too far. You could hurt me, and even the things I stand for but the one thing that I won't let you get away with is hurting my friends."

Lucy then tackled Kevin and knocked him in front of Gwen and Ben walked up to her and after making sure she was okay he asked "is that really how I sound when I'm Rath" and Gwen said "yeah it is." It was then that Kevin threw Lucy back over at the two and knocked both of them down to the ground and Kevin said "this is getting real old."

Ben then duplicated himself and created a dogpile on Kevin while one copy stayed behind and said "get going Gwen we'll handle things here." Gwen nodded and Kevin broke free of the dogpile all the while saying "Get off of me" and when he did that he looked around and saw that he was surrounded by the clones.

Ben and his clones said "wall of sound" and all the clones started unleashing their sonic waves at Kevin and Kevin grunted in pain for a moment before forming a fire ball and hit one of the clones. He then froze another clone and then formed a lightning blast that hit 3 more of the clones and then tried to strike another clone before it dodged.

Two of the clones jumped on Kevin's back and he picked one up and threw it into the air and then fired a neuroshock blast at it which caused it to be destroyed. The only remaining Echo Echo which appears to be the real one said "uh oh" as Kevin grabbed it by the face and threw it onto the ground. The remaining Echo Echo said "Kevin you wouldn't" only for Kevin to prove him wrong and blast him until nothing remained.

Just as he turned around he said "now where were we" and Lucy said from behind him "I believe we were where I punch you and you stay down" while charging at him." Kevin looked ready for the impact only to have Lucy transform back just before she hit him and she looked at the now useless Ultimatrix on her arm and said "that was not 15 minutes.

Kevin said "how about I absorb your powers to may as well since I killed the ice guy, probably killed the fire dragon slayer as he kept calling himself, and finally most likely killed the two girls who attempted to stop me I'm 4 for 4 let's make it 5 for 5" and just as he was about to kill Lucy by stealing all her energy a green beam fired from the sky and hit his back.

The ship that was in the sky shouted **"Ship"** in a way that sounded like a horn and kept hitting Kevin with the beams from it's weapons which caused him to drop Lucy. The ship landed and Lucy got up quickly and grabbed Gwen and ran up the plank into the cockpit of the ship and the ship took off. Kevin recovered quickly and flew after the ship and inside the ship it said "ship, ship" in a higher pitched voice.

Gwen said "slow down ship we don't want Kevin to catch us but we don't want to lose him either" and the ship replied "ship, ship" and Lucy said "I am assuming that this is a galvanic mechamorph that fused with a level 10 weaponized star cruiser capable of traveling to different Galaxies in a matter of mere minutes."

Julie just said "I have no idea all I know is that the forever knights kidnapped ship and forced him to fuse with this ship." Gwen said "Ship did fuse with the level 10 weaponized star cruiser but if you're going to give anyone a lecture about it being level 10 tech give that lecture to the forever knights. Anyway I can't believe how hard Ben was fighting it was like he was actually trying to hurt Kevin" and Julie said "it looked the other way around to me."

(middle of the forest, small clearing)

The original Echo Echo kicked the glass out of the back of the car and said "luckily I always keep a spare in the trunk" and he got out and said "that should be enough of a head start" and slammed down on the Ultimatrix symbol and turned into "Ultimate Echo Echo." He started flying toward los solidad only to stop when he noticed two prone figures lying on the forest floor.

He went down on the ground only to see that it was Erza and Mira and he shook both of them lightly and when both of them woke up he said "are you two okay." Erza said "I've been better but I will survive" and Mira nodded to show that she was in the same condition. Ben said "okay let's go to los solidad" and Erza said "what about Grey and Natsu" and Ben said "I already had someone take them there" and he took off while holding both girls around the waist.

(los solidad, main lab)

Darkstar and Cooper are working hard on the machine only for Cooper to get a call on his cell phone and he answered it with his powers and said "this is Cooper go ahead." Gwen's voice came from the other end of the line and said "we're almost there and Kevin's right behind." Cooper said "we're not ready Gwen" and Darkstar took the phone and said "we will be" and he hung up.

He turned to Cooper and said "I can finish from here just slow him down" and Cooper said "how am I suppose to delay Kevin" and Darkstar said "this is an abandoned military base think." Natsu said "if that doesn't work then I'll help kick Kevin's butt while Darkstar here finishes" and Cooper then used his powers to activated the bases defenses.

When the defenses were up and running Ship came down toward the military base (oh how convenient) and Cooper shot the defenses which went right past ship and right at Kevin who dodged a few missiles only to be targeted by about 10 more. He fell down to the earth which was quite a long distance and another defense shot more rockets and a laser blast at him only for him to grab one of the missiles and dodge all the laser shots and throw the missile right back at the defense.

He then noticed that Ship landed nearby and went after it and Julie said "are you two sure about this" and Gwen said "not really" and Ship said his name again in a concerned sort of way. Gwen said "this is the only way to save him now go" and Ship took off again only for Kevin to come up behind them. He said "so what's it going to be this time are you going to run or fight" and Lucy said "I think I'll choose to fight" and pulled out two keys and said "okay gate of the ram, gate of the lion, Aries and Loke."

Loke and Aries appeared only for Kevin to strike them with enough power to force them back to the celestial spirit world to recover. Kevin said "now that those are gone let's do this" and Cooper burst out of the wall and said "you stay away from them" only for Kevin to grab him by his shirt and say "trying to make time with my girl" and he threw him up into the air.

Just as he was about to get killed by Kevin Ben caught Cooper at the last possible moment after putting down Erza and Mira. Cooper said "Ben is that you" and Ben said "yeah this is a new one" and then he whispered something in Cooper's ear and then said "do it." Cooper ran back inside to do whatever Ben wanted him to do and Kevin said "you're really starting to bug me."

Ben said "I'm sorry about that but I can't let you hurt anyone else" and Gwen ran over to him and said "Ben you promised we would try it my way first." Ben put his hand on her shoulder and said "yeah I lied" and pushed her back before blasting Kevin with a sonic wave from his hands strong enough to send Kevin through 3 buildings and into another one that collapsed on him.

Ben flew over to him just in time for Kevin to get out of the rubble and he said "I've had it with you Tennyson always beating me when we were kids, everything always going your way" and he started to shot taydenite shards at Ben with Ben either deflecting them or destroying them. Kevin continued "I become a freak while you become a world-famous superhero" and that was when a few taydenite shards managed to hit Ben.

Ben then said "I don't even like being famous between you and me I wish I had my secret identity back" and Kevin said "my heart bleeds for you now you just bleed" and Kevin used lodestar's powers to magnetize Ultimate Echo Echo. After a support hit Ben a tank started coming his way and thinking quickly he threw two of the sonic disks on his body at the tank which before exploding crumpled up a bit.

Kevin said "nice but I've got all your powers eventually you'll make a mistake and that will be the last time" and Ben said "I'll make this as quick and painless as I can." He sent two of the sonic disks on his body at Kevin and they multiplied until the surrounded him and Ben said "sonic doom" and the disks created a sound field around Kevin which knocked him out cold after a few seconds.

Ben walked over to his fallen form and said "one more should do it" and sent one of the disks on the side of his head and Lisanna said "don't he's our friend." Ben said "if he got the chance he would hurt you" and Lisanna said "it's the power it's not his fault" and Ben said "Paradox said that I would be the one who did what had to be done I got to."

Lisanna said "then do it protect the innocent that's Kevin too" and Ben changed back to his human form and said "you better be right." They carried him inside and hooked him up to one end of the machine that Cooper made with him facing the part that held the dominus Librium piece in it. Cooper was typing away frantically on a keyboard and said "okay that's in we're ready to go" and Gwen said "are you sure it's going to work."

He said "pretty sure" and seeing the look on her face he said "I mean yes" and Gwen's frown turned into a smile. The machine activated and Kevin started grunting like he was in pain however at the same time he was reverting back to normal. After a final push from the machine Kevin turned back into his human form and fell out of the machine unconscious if nothing for a moment.

Lisanna ran over to him along with Gwen and both were supporting him however Darkstar was holding the piece of the dominus Librium and at the same time absorbing the power that Kevin had absorbed. As he was done he flew up and shed his clothes for some reason and said "you pathetic imbeciles this was my plan from the beginning now the power is mine and nothing can stop me."

Ben said "like nobody saw that coming" and he pushed a button that revealed a red button and he pushed the button and Darkstar who was gold in color, returned to normal and said "no" as he was falling. Darkstar got up and said "what happened" and Ben said "all the power you stole and all the power Kevin stole just went back to where it belongs."

Kevin started walking up to him and said "that's the least of your problems" and he punched Darkstar so hard he went flying back and ended up with a black eye. Kevin turned to Cooper and said "nice work kid" and Lisanna ran up to Cooper and said "you saved his life" and kissed him on the cheek. Cooper said "well Ben figured out Darkstar's plan and told me what to do" and Kevin said "hey while your kissing people and he pointed to himself.

In the backround Mira told Erza "hold me back" and Erza did so" and Ben said "now that's what I call a happy ending" and Julie was there too in Ships battle suit form for some reason (really why did she need to be there at all and least of all in her battle suit). Max said "you don't know the half of it we expected Alan and the others to get their powers back" and Julie cut him off and said "but even the energy that Aggregor stole went back where it belongs."

In the corner of the room the former Alien prisoner known as Ra'ad said "and returned us from oblivion thank you Ben Tennyson" and Ben said "it wasn't me this time it was all of us." Kevin looked down at Lisanna and then walked over to Ben and said "when I was out of control I said some things" and Ben said "don't worry about it we're both kind of jerks that's why we get along.

Lisanna said "I'm not a jerk" and Ben said "good point if I were you I would apologize" and Kevin said "yeah well if I were you I wouldn't have been such a wuss" and Ben said unbeliably "a wuss." Kevin elaborated "if you ever lost it like I did I would have taken you down right away" and Ben said "and if I had you wouldn't be here to call me a wuss."

Kevin said "so it worked out great" and both of them smiled and Gwen said "so who wants to help explain to my folks what happened to their house." Kevin said "Mr. Smoothie" and Ben said "you buying" and they both walked out with Lisanna in tow.

 **And this chapter is finally done and I couldn't be happier. I know I said I was looking forward to writing this but damn it took forever to finish. I was trying to incorporate Team Natsu along with Mira and Lisanna as much as possible and I realize just now that I never elaborated on what happened with grey. Well what happened was what he did at the Very beginning of the tower of heaven arc where he created an ice clone of himself to take the brunt of the attack.**

 **That is the reason his head came off did you really think that I would kill off any of the Fairy tail mages when that's my favorite series in the way of anime right behind Dragon Ball Z. anyway in the next chapter we're going to be going over the event of the episode the transmodifcation (no idea if I spelled that right) of Eunice so stay tuned and until then this is Diamondholder signing off.**


	8. the transmogrification of Eunice

**Hello my fellow readers, writers, and people who have been enjoying this story so far, I'm back with yet another new chapter. In this chapter, we're going to be focusing on the events of the episode the transmogrification of Eunice. Also, I have changed my mind on something because in past chapters I have been saying that I would be shipping all of the earthlanders off to the plumber's academy.**

 **That has changed because I remember something from alien force I believe it was where Max had been training all the plumber's kids instead of them going to the Plumber's academy. So I figured since Max and Lucy and even Ben are the same rank within the plumber's rank system why not have Lucy train them alongside with Ben.**

 **Okay I've babbled on for long enough so without further ado let's get this show on the road.**

"Talking"

" _Thought"_

" **Yelling"**

(forest outside Bellwood, dirt road)

Two cars are racing through the forest on a dirt road on the way to somewhere that they are both heading. The two cars belong to Ben Tennyson and Kevin Levin and in Ben's car Lucy is in the front with Natsu and Mira in the back and in Kevin's car is Lisanna in the front with Grey, Erza, and Gwen in the back with Happy sleeping on Lucy's lap.

Ben said into his cars build-in phone function "save yourself come embarrassment Kevin concede my speed" and Kevin said back "are you kidding me Tennyson I'm still only in second gear. He then pushed forward on a lever and his car's thrusters came to life and he got in front of Ben and Gwen from the back said "you two act like a couple of ten-year-olds."

Kevin says "Ten-year-olds can't drive" and over the com Ben said "neither can you Grandma" and he said "you want to make this interesting last one to the campsite has to do the cooking." Ben said "you're on I want pancakes" and he then increased the speed of his own car to surpass Kevin's and Lucy holding on to the support above the door said "is it really necessary to go this fast" and Ben said "of course."

In Kevin's car Lisanna said "is this really necessary" and Kevin responded "yeah unless you want to skip camping and I don't know go do something fun instead." Gwen said "you know Ben can't go anywhere without being swamped by fans if you want a vacation this is it." Kevin was about to respond when he saw Ben's car coming up fast and said "not going to happen Tennyson.

Ben's car was about to surpass Kevin's until Kevin pulled forward again and Lucy looked out the rear-view mirror and said "incoming" and Ben said "what are you" and then he noticed the ship thing that was coming down. He swerved to the left to avoid the ship and it went right past Kevin's car and landed about 20 miles away.

Forgetting their silly race, they both went right up to it and the team of now 9 again got out to examine the ship. Ben said "it looks like an escape pod" and that was when the ship opened up to reveal a much smaller ship part that was like the inter part that was protecting the person inside of it. Gwen walked up to it and scanned it with her powers and said "I think somethings in there" and Lucy said "step aside" and pulled out a blaster.

She touched the open button that she saw on the side and it opened to reveal a young woman with blond hair, slightly taller then Lucy, just as well-endowed as Lucy, and only covered by green smoke. Lucy muttered under her breath "Great another Gemini-like incident." Gwen said "what are you talking about" and Lucy pulled out one of her keys and said "I had to fight against the previous owner of this key.

However, before I did the spirit that this is the key for Gemini tricked Natsu into getting onto a moving raft, and when she came to a stop in front of me and another couple of guys they flashed us showing off my body." She woke up and everyone introduced themselves and Ben gave her his Jacket to cover up with while they drove deeper into the forest.

Once they got into the forest the girl found a rock to sit on and Lucy started interrogating her while Kevin handled unloading the cars. Lucy said "so you don't remember anything" and the girl said "not before I woke up and met the nine of you." Lisanna then used the powers that Gwen taught her and Mira how to use and scanned her body and said "I don't sense any injuries."

Kevin came up and said "yeah she seems pretty healthy to me too" and Lisanna elbowed him right in the rib cage and he said "ow what" and Ben said "I'm glad your okay" and after she moved a bit of hair that was covering her face she smiled and Ben said "so do you maybe remember your name" and she mumbled something and said "Eunice."

Ben said "Eunice hello" and just then a squirrel, a small field mouse, and a bird came over to Eunice and she was giving all of them some attention." Kevin joked "maybe we should call her the vermin whisperer" and after a glare from Ben he said "we should cut this trip short turn her over to the plumbers.

Gwen said "you'll do anything to avoid camping won't you" and Kevin said "she's an alien we should get her to someone who can help her." Lucy said "you completely forgot that there are two magisters here didn't you" and he said "not at all however we're not equipped enough to help her." Eunice said "would it be okay if I stayed with you for a while" and Ben said "sure you can" and Kevin said "you have to go."

After a quick look at each other Kevin turned to Gwen and said "tiebreaker" and Gwen scratched her head and said "if she wants to stay who are we to say no" and Ben said "maybe we can help you get your memory back." Since Eunice was more of Mira's height Mira said "I've got some extra clothes you can borrow that is if you don't mind dresses and short skirts and tight tops.

After Eunice was in a relatively conservative top and skirt they started heading to a lake with Lisanna and Kevin in the lead, and Gwen and Natsu behind them and then Grey and Erza and bringing up the rear were Mira and Happy." Kevin said "this is going to be fun" and Lisanna said "a minute ago you were trying to get out of camping and now it's going to be fun are you working some kind of angle."

Kevin said "I know it's important to you and Gwen that we all spend some quality time together I want what you want" and Lisanna walked a bit more forward and said "if you're working some kind of angle I swear I'll get Gwen to hurt you and Kevin just chuckled. Ben turned to Eunice and said "so how do you do that thing with the animals" and Eunice replied "I don't know I don't know anything this must all seem so strange to you."

Ben said "you would be surprised" and Eunice said "I'm sorry for tagging along I hope I'm not intruding" and Ben said "of course you're not your fun to be around." Eunice said "I'm fun even though I don't have a memory" and Natsu barged into the conversation and said "what use is a memory anyway" and Erza punched him on his head and Ben said "don't force it it'll come back anyway your more fun them Kevin."

Kevin said "I'm right here dude" and after about another 5 minutes of walking they reached a small river and started fishing. Ben and Kevin were walking a bit deeper into the river to get fishing while Gwen and Eunice had already cast off while sitting on a cliff." Gwen said "I brought some stuff to make batter if we're lucky we're having a fish fry tonight."

Eunice said "We're going to capture fish and eat them I can't do that" and Gwen replied "it's fine it's good you remember that you're a vegetarian." They looked at Ben who was waving up at Eunice before attempting to cast off and fell right into the lake when he lost his balance and Eunice started laughing even though it wasn't all that funny.

(middle of the forest, that night)

Ben is apparently telling a funny story and concludes it with "and Grandpa max said to Gwen that's why I ride side saddle" and Eunice laughed at it not too surprisingly. Gwen said "that's not how it happened" and Ben said "it's funnier the way I told it" and Kevin said "and you come out of it looking better" and Ben said "huh really how about that."

He got up and offered his hand to Eunice to help her up off the log and Mira said "and where are you going" and Ben said "I'm going to go take Eunice to see the view of the ravine" and Mira said "could I have a word with you in private." The walked off further but Kevin and Gwen stayed behind since it was a matter between Mira and Ben.

Mira said "what do you think you're doing" and Ben said "talking what I'm not allowed to talk to her" and Mira said "that's not the problem. With how you have been trying hard to make her laugh it seems like you're flirting with her" and Ben said "what" and Mira said "if you really want to have a relationship with her then go ahead but at least tell me to my face that you want to break up with me."

Ben said "why would I want to do that I mean we just started dating a few weeks ago" and Mira said "and you seem to be in love with Eunice." Ben said "no I'm just trying to make her feel welcome" and Mira crossed her arms under her magnificent breasts and turned around. Ben said "look after this camping trip how about I take you out to dinner and a movie just you and me."

Mira said "sounds good" and they both started walking back toward the rest of group and Ben and Eunice headed over to entrance to a deeper part of the forest where the ravine was.

(middle of the forest, way to the ravine)

Eunice started the conversation and said "you're lucky to have your grandpa I don't even know if I have a family I wonder if anyone's looking for me." Ben said "of course people are looking they miss you I'd miss you" and Eunice said "you're not that good a flirting" and Ben said "ok first off I'm not flirting I already have a girlfriend and besides if I were how would you know you have total memory loss."

Eunice said "sorry for assuming but I wasn't born yesterday" and after a while longer of walking Ben said "I think I may be lost stay here I'm going to climb higher and see if I spot the ravine." After Ben started climbing a tall rock formation it seemed Eunice heard something in the bushes as she went over to investigate only for it to be a feral bear.

She backed up in fear and Ben up on top of the rock formation said "okay Eunice we're a little west of where I thought" and then he noticed the bear backing Eunice up against the rock. Ben said "Eunice" and activated the Ultimatrix and transformed into a being that was all yellow and grey, with big hulking arms, and small slits in his head where you could just see its eyes.

He said "Armodrillo" and then dug through the rock and appeared behind the bear and he said "hold on I'm coming wait what" and then he noticed that the bear was allowing Eunice to pet it. Ben transformed back and said "how did you do that" and Eunice said "I didn't do anything I just knew it wasn't going to hurt me it's weird isn't it."

Ben said "and you didn't think it was weird when I turned into a 10-foot-tall alien" and Eunice said "I figured you would explain it later." Ben chuckled and said "fair enough come on the ravine is this way" and he started heading toward the ravine. However, before Eunice followed she continued petting the bear and then closed her eyes and a faint green glow appeared under her hand and the bear just looked at her as she walked away.

(landing site, at the pod)

An alien is standing over the escape pod and said "empty" and instead of calmly walking away from it he ripped the part that Eunice was in out of the pod and threw it a distance away. After walking away from the actual escape pod the alien said "I can find it with my scanner" while looking at a small device in his hands and he said "but it looks like I won't need to" noticing the tire tracks that headed into the forest.

(middle of the forest, path to the ravine)

Ben and Eunice were still walking toward the ravine when Eunice noticed a batch of flowers and got down on her knees and picked one and said "have you ever seen anything so beautiful." Then three rabbits came over to Eunice and were getting the attention and Ben said "how do you do that" and she said "I don't know they just come to me."

Ben said "not only that how do you make it seem so natural" and instead of answering the question Eunice picked up a rabbit and said "do you want to pet him" and Ben said "does he bite." Eunice said "no but I'm pretty sure that bear you were going to fight for me does though" and Ben just laughed somewhat awkwardly before petting the rabbit.

They were interrupted when and energy beam whizzed right past them and exploded into the ground right behind them. The alien that was at the pod a few moments ago came into view and Ben said "Sunder" and he said "Tennyson if I known it were you there wouldn't have been a warning shot. Ben said "I guess that's where you made your first mistake" and he activated the Ultimatrix and transformed into spidermonkey.

He jumped up and shot a bit of web at Sunder who merely cut it half with his axe before it could touch him and he said "you tried that move last time or did you forget." Ben said "oh I didn't forget I was setting you up for this" and he slammed down on the symbol on his chest and transformed into ultimate spidermonkey.

He tried a downward double axe strike to Sunder's head only for Sunder to dodge it just in time and Ben then ripped a tree out of the ground and started heading toward Sunder. Sunder dodged the few strikes Ben intended to make with the tree and the sliced it in half and he said "I never did get even with you for sending me to the Null void."

Ben said "get even you cut my hand off" and Sunder said "stop whining you got it back" before striking the ground with his axe sending an energy wave at Ben who managed to jump over it to avoid it. Ben said "we already settled this the Ultimatrix is mine" and Sunder said "you think this is about the watch" about to Swing his axe at Ben only for Ben to grab it and lift him off the ground.

Ben said "if your not after the Ultimatrix then what" and he saw Sunder looking over at Eunice and he said "Eunice" and said girl backed away slightly. Ben was about to headbutt Sunder but Sunder beat him to the cake which the headbutt knocked him down to the ground and Sunder attempted to slice him with the axe again.

Ben dodged another axe strike and punched Sunder in the face only for Sunder to punch him in the face hard enough to knock him down and then he started stalking toward Eunice. Eunice however said "Stay away" and Sunder said "you're coming with me now" and instead of just letting him grab her she closed her eyes and a faint green glow from her hand which was on the rabbit appeared.

Right before Sunder grabbed her she hopped high in the air and kept hopping through the forest and Sunder was just gawking after her. Taking advantage of his momentary shock Ben tackled Sunder to the ground and started to use the Ultimate Spidermonkey powers to web Sunder to the ground with the silk that came out of his mouth.

However, before he could get any web out Sunder used the butt of his axe to shoot a laser right into Ultimate Spidermonkey's mouth which knocked him back onto his back. Like a child he said "hot, hot" with smoke coming out of his mouth right before the Ultimatrix turned him back to Spidermonkey and then back to his human form.

He looked at the watch and said "that's real inconvient" before he noticed a shadow over him and he looked up to see Sunder on his hoverboard. He said "Stay out of this Tennyson you don't understand wat you're dealing with" before flying off in the direction the Eunice went off in.

(middle of the forest, back at the campsite)

Kevin was attempting and struggling to pitch the tent since instead of using a hammer or something he was using his large stone covered hand which was destroying the spikes that held the tent up. After the tenth one that he shattered Gwen said "offer still stands" and Kevin said "and the answer is still no the guy puts up the tent.

Gwen the turned to the mages from earthland and said "and you guys are sure your fine with sleeping outside of a tent" and Natsu said "yeah I've done it before and after Igneel disappeared not to mention on some missions." Erza added "and the rest of us have done it when we were on a mission and going to an inn was inconvient." Gwen then turned her back and muttered "speaking of things that take too long where are Ben and Eunice."

Kevin said "Probably watching the stars girls like that right what's the problem" and Gwen said "this weekend was suppose to be the nine of us not the nine of us plus Ben's new girlfriend." Mira said "he's not wanting to get in a relationship with Eunice he's already assured me of that" and Gwen just sighed unbelieving that Ben was being honest with Mira in that case.

Kevin said "Ease up it's hard enough for her without the pressure from you" and Gwen asked "Pressure" and Kevin said "your treating her like a fifth wheel it wasn't that long ago that it was me trying to fit in with you and your cousin so be nice." When Gwen gave him a look Kevin said "what" and Gwen responded "sometimes you make sense."

It was then that Ben came running into the campsite and said "Where's Eunice" and Kevin jokingly said "man you cannot keep a girlfriend." Ben said "Sunder attacked us in the forest we got separated" and Gwen said "she's wearing some of Mira's extra clothes I can track her" and she lit up her eyes and started heading in the direction that Ben came from.

The rest of the team followed and after a while Gwen said "this way although I can't imagine how she got all the way up here." Ben said "oh she can absorb animal powers she was jumping like twenty feet high" and Kevin said "okay too much we don't understand we find her and make her talk." Gwen said "what happened to be nice to her" and Lucy said "according to the multiple reports on Sunder he only goes after rare and precious objects so he wouldn't be here unless Eunice has something he wants."

When the got up to the top of the mountain (I think) they saw Eunice sitting there with tears in her eyes which she quickly wiped away and said "I'm sorry you've all been so nice to me and now I've brought you into this." Natsu said "what exactly is this what does this Sunder want from you" and Eunice said "I don't know I've been trying to remember but I can't."

Ben said "maybe something from your ship" and Kevin said "couldn't be when we found you I'm pretty sure you weren't carrying anything" and Lisanna dangerously said "kevin." Eunice said "I'm scared and I don't know if I should be" and Sunder's voice rang out "you should defiantly be scared" and the whole group looked up at him.

He got a predatory smirk on his face and jumped down from his hoverboard and slammed axe down into the rockface. He tried slicing at Kevin who dodged and Ben transformed in the dust that covered the area and when he emerged he was NRG. He shot a beam of radiation at Sunder who jumped up and grabbed onto his hoverboard and got up on it and started flying around.

He was dodging all the radiation shots that Ben was firing off and eventually hit Ben with a laser from his axe which knocked him down." Gwen then got in front of Ben and lit her hands up with Mana and Kevin absorbed some of the stone and charged at Sunder. However, Sunder activated a thing that shot a glowing red net from his hoverboard which ensnared Kevin and sent him slamming into the mountain.

Gwen started shoot Mana blasts at him only for him to dodge those as well and when he was about to slam into her Ben pushed her gently aside and grabbed Sunder by his face and said "where do you think you're going." Sunder then put a beeping device on Ben which exploded and captured him in a gum like substance and Natsu charged at him chanting "Fire dragon's iron fist" only to have his fist grabbed by Sunder and his whole body thrown into Gwen knocking them both down.

Unfortunately, or maybe fortunately for Natsu the way he landed his face was right in between Gwen's breasts but she quickly forced him off. Grey said "nobody hurts ash breath but me" and he charged at Sunder and said "ice make: ice geyser" however Sunder dodged that and punched Grey in the face hard enough to knock him out cold. (no pun intended okay maybe a little)

Erza then requipped into her strongest armor and Lucy pulled out two keys off her belt and said "okay open gate of the lion gate of the golden bull Taurus and Loke" and both spirits appeared. Taurus said "I must say Miss Lucy you still have a great figure" and Loke joined in and said "I must agree with Taurus" and Lucy ignored their comments and said "the guy with the axe is the enemy."

Taurus pulled his axe out just as Erza was sent skidding across the ground and said "this should be interesting" and Sunder said "yes it should be" only for his axe to cut through Taurus's and Sunder said "I did say should be" before slicing Taurus which forced him back to the spirit world. Loke the charged forward "Regulus impact" only for Sunder to grab his hand and throw him into Lucy which knocked them both down.

Lisanna changed into the giant rock beast while Mira changed into her Satan soul and both charged Sunder at the same time only for him to grab both of them and slam them both together knocking them both out. Eunice walked toward the cliff only to remember that she doesn't have any way down and Sunder up walked behind her and said "don't you want to know who you are I can tell you I can even take you home" he said putting his hands in the air as a symbol of peace.

Eunice said "you can" and Ben said "Eunice stay away from him" and Sunder came up and placed his hand on her shoulder and turned her around so they could see her neck and said "don't you want to know what you are or rather what." He pushed this weird machine design on the back her neck and in a puff of smoke she turned into what appeared to be an Omnitrix core which Sunder picked up.

Ben whispered "Eunice" and Gwen said "he turned Eunice into an Omnitrix core" and Ben said "what did you do" and Sunder just called his hoverboard down and jumped on it before saying "my job now if you'll excuse me I've got a delivery to make" before flying off. Ben shouted **"Sunder"** before turning into Cannonbolt and going after Sunder after saying to Gwen "catch up when you can."

He then jumped so he landed near the bottom of the mountain and rolled up and started going after Sunder and he turned Ultimate while still rolling. After rolling through a downed tree and a rock he rolled up a ledge and hit Sunder right off his hoverboard and into the water. Sunder being skilled in hand to hand combat knocked Ben out of the water with a few punches and into a muddy area.

After dodging another hit Ben then brought his hands down on Sunder knocking him to the ground and the rolling up and staying right on top of Sunder. He then threw Sunder away while still rolled up which caused Sunder to become even more muddy. Sunder noticed Ben coming right at him again and jumped over him and when he figured out where Ben would come at him from next he pulled out a ray gun.

He then shot it which knocked Ben way up in the air and into another patch of mud" and he walked over to Ben and Ben said "what did you do I'm dizzy" and Sunder said "like it I picked it up on Galvan prime. He then pulled his axe out and started swinging at Ben who was lucky enough that the metal plating of Ultimate cannonbolt was enough to protect him from the axe but he was still pushed back.

Sunder then swiped at him sideways which caused him to fall over and Sunder jumped up on top of him and said "did you really think you could beat me" and Ben said "well yeah." Sunder said "last mistake you'll ever make" and raised his axe ready to deliver the finishing blow. Kevin's voice behind him said "he'll make plenty more mistakes" only to think about what he said and then added "that didn't come out right."

Gwen then shot out a tendril of Mana which wrapped around Sunder's midsection pinning him to the ground momentarily while Kevin absorbed some stone and ran up with increased arm size and punched him in the face. After skidding a bit, he ran at Sunder again and knocked him up in the air and then in the direction of Gwen.

Both Ben and Kevin went after him and Sunder dodged his attack and knocked him toward Ben who managed to just dodge Kevin and run into Sunder. This caused him to backflip in the air and when he collided the Omnitrix core fell out of the slot on his belt. When he went for it Gwen's mana trapped his arm down while another stream of it grabbed the core and threw it over to Kevin.

Sunder then broke the mana holding his one arm down and went to punch Gwen only for Gwen to dodge and get a mana infused uppercut on his chin. Gwen the gathered a large amount of mana and pushed Sunder back with it" and Natsu went after Sunder give everyone a minute to regroup. The rest of the team dogpiled on top of Sunder keeping him down and Gwen looked over to Kevin and said "what are you doing."

He was looking at the Omnitrix core from every angle and said "looking for a switch on this thing" and Ben rolled up and said "if it looks like an Omnitrix." Kevin getting what he was saying twisted the top and it popped up before he slammed it back down. In a flash of green light Eunice appeared still in the clothes Mira gave her to borrow and she looked at her hand and said "what am I."

At this time Sunder managed to escape the dogpile and said "you belong to me" and Eunice said "I don't belong to anybody" shaking in anger. She touched a snake and dodged Sunder's attempt to grab her and grabbed him around the neck with a foot in the middle of his back and a cracking sound could be heard. Eunice said "what am I, where do I come from, where are my parents."

Sunder in obvious pain said "you have no parents you're a machine a thing" and Eunice said "liar" and flipped him over her head and the whole team of 10 created another dogpile on which they were determined not to let him get away again. Just then a flash of light landed and Azmuth appeared in it and he saw all ten of them wrestling in the mud.

He said "Wallowing in the mud why am I not surprised" and Ben changed back to his human form and said "Azmuth what are you doing here" he said walking over to him. Azmuth said "Attending to trivialities that should have easily been handled by my proxy" and Sunder said "I'm sorry sir I just needed more time."

Azmuth said "As if you're a match for Tennyson" and Ben said "don't take it personally" and Azmuth pointed at him and said "you're a buffoon once again involving yourself in matters that are none of your concern." Ben said "Eunice is my concern" and Azmuth said "Eunice is that what you've been calling that Unitrix" and Eunice said "Unitrix is that my name do you know who I am."

Azmuth said "you are a Unitrix one of my early prototype models of the Omnitrix" and Gwen saying "uni meaning one instead of omni meaning all." Azmuth said "indeed originally I planed on creating a separate device to store the DNA of each species." Kevin said "so basically you lost your doohickey and hired Sunder to find it" and Azmuth said "a wasted effort and after going to all the trouble of freeing him from the Null void."

Eunice said "so what happens to me now" and without a hint of discomfort in his voice he said "you go back into storage" and Eunice said "no please." Natsu said "you can't just store a human being" and Azmuth said "she not a human she's a construct no more alive then any of Tennyson's transformations she's not real."

Ben cut in and said "my transformations are real and she's way more human then you are" and Azmuth said "the Unitrix is dangerous I can't allow her to wander around unsupervised I'm sorry ben." Both Ben and Natsu said "I'll fight you Azmuth" at the exact same time" and Azmuth viewed them for a moment before saying "I believe you would very well Unitrix uh Eunice I'm sure that we could find you someplace safe to live I could always use more help tending primus."

Sunder pushed past Gwen and Kevin and walked to where Azmuth was heading and Eunice said was about to follow before saying "thank you for letting me go camping with you." Gwen said "anytime" and Kevin said "you did me a favor if you hadn't shown up there was talk about making smores." She walked over to Ben and placed something in his hand and then ran over to where Azmuth and Sunder were waiting for her.

As the trio were starting to teleport away Sunder said "so do I still get paid" and Mira said "what did she give you" and Ben opened his hand to see a blue flower like the ones they ran into on their walk in the forest and said "something beautiful."

 **Yet another chapter done in the next chapter instead of covering the event of the next episode we're going to have the original trio going on dates with their fairy tail partners. Nothing else I can add except that sometime between absolute power chapter and this chapter Ben asked Mira to be his girlfriend and his logic is the same logic he gives Gwen about Julie in the original episode this is of.**

 **So for now this is Diamondholder signing off.**


	9. attack on earthland part 1

**Hello my fellow readers, writers, and people who have been enjoying this story so far, I'm back with yet another new chapter. In this chapter, we're going to be mainly focusing on the dates with the pairings of MiraXBen, NatsuXGwen, and LisannaXKevin. There will be a threat from earthland but I'm not going to be going into it since this will be an original arc.**

 **Also I know what some of you are going to say when I reveal the third Villain in this Arc that it's an omniverse only villain but I have decided that he's going to be revealed in this and I already have it worked out how he's going to debut in Omniverse as well. Okay I've said as much as I'm going to on what will be happening so without further ado let's get this show on the road.**

"Talking"

" _Thought"_

" **Yelling"**

(Bellwood, active Plumber's base)

After defeating Ssserpent again with the help of Mira using her normal Satan soul to take him out for the count and they were currently dropping him off. Max stood at one of the consoles for monitoring Alien activity around Earth and was currently observing Gwen's and Natsu's fight against Rojo who was losing badly and Kevin's and Lisanna's fight against Dr. Animo whose frog was being controlled by Lisanna at the moment.

They handed Ssserpent over to alpha team who at the very moment started taking him to the lockups on the lower level and Ben walked over to Max and said "how are the other's doing." Max said "they're just about to wrap up their missions as well" and Ben said "so do I have the rest of the day off." Max noticed that look in his eyes and the looked over at Mira which only Ben noticed and he gave a slight nod that unnoticeable.

Max said "sure I'm sure the plumber's kids can handle any threat that occurs anywhere" and Ben said "okay see you later" and he said "I'll pick you up around 7 and Mira said "sounds good." Ben then activated the Ultimatrix and turned into Jetray and flew off back to his house and after landing and transforming back he got ready for the date that he was going on with Mira this evening.

As Ben and Mira left Max started getting a distress signal from earthland and when he saw the video feed that was going on he was unable to believe it since it was a level 20 theat. In front of the Fairy tail guild hall was Vilgax, Albedo, and proctor Servantis. He said "all plumber's forces across the galaxy you are needed on planet earthland right now" and after getting a negative response he sighed and said "well we'll just have to hope they don't do anything too bad until tomorrow."

(Bellwood, Ben's house)

Ben was just tying his tie for his date when Kevin showed up out of nowhere and said "looking spiffy there Tennyson." Ben yelped and turned around and said "how many times do I have to tell you don't do that" and he said "hey at least this time I didn't punch a hole in your backdoor." Ben said "that's a plus but I'm just about to leave for my date if you want to stay go ahead but you'll be by yourself."

Kevin said "actually that's why I came here I need to borrow a suit" and Ben sighed and started rooting around in his closet and said "you really need to buy at least one suit. I mean I know you have the money from your less-then-legal deals" and Kevin said "why would I do that when you always have a suit for me to borrow."

Ben said "just don't ruin it like you did last time" and Kevin said "to be fair it was you that ruined it not me" and Ben said "you absorbed Metal when Big Chill was on a metal eating rampage therefore it's your fault." Kevin said "Keep telling yourself that Tennyson" and he left the house and drove back to his place while Ben left the house and got in his car and started driving towards the plumber's base since that was where Mirajane was living at until she could get a more permanent residence.

After pulling up he saw that Mira was already waiting outside and instead of wearing usual her loose pink floor length dress she was wearing a knee-length black dress and hugged her curves nicely, knee length stockings, and 3-inch heels. Also, instead of her hair just flowing down her back as usual she had it in a ponytail that was surprising held together at the side and Ben just said "let me guess Lucy helped you get ready didn't she."

Mira said "what gave it away" and he said "the hair" and Mira said "yeah I wasn't too sure about that" and she started undoing it and Ben said "no it's nice" and Mira said "okay then" and stopped fiddling with it. She said "okay so where are we going" and Ben said "the actual destination is a surprise but I'll just say you'll be happy that Kevin installed the transformation sequence into my car since we have to go to San Francisco to get to where we're having dinner."

He pushed a button and Mira said "could I drive" and Ben said "uh sure have you ever handled a small aircraft that can go about Mach 2." She said "no but I've been given a ride by Happy who can go Mach 2" and Ben said "okay just start off slow then" and he got out and Mira moved over to the driver's side and Ben got in the passenger side.

Mira said "which direction are we heading" and Ben said "we're heading straight for about 200 miles then you'll want to veer to the left and keep going in that direction." Mira followed the instructions exactly however her start off was a bit too fast and had Ben almost terrified but also happy that there weren't any planes scheduled for tonight.

As they were heading straight Ben noticed a plumber's ship leaving the atmosphere but thought nothing of it and after flying for about an hour they got to the streets of San Francisco." Ben said "okay I'll take over from here since I know the exact destination" and Mira moved to the back seat until Ben got into the driver seat and then she got into the passenger side.

After pushing the button that activated the transformation sequence again the craft turned back into his car and were driving for about another 10 minutes until they reached the front of a restaurant. Mira looked at the restaurant and said "how are you able to afford this place I've read on the extranet that this place is the most expensive place on earth."

Ben said "well let's just say I've been putting in quite a bit of overtime from all the time we've spend chasing Aggregor and then after Kevin so I cashed in the extra hours that I have worked and got quite a nice bonus." Mira said "are you sure about this I would have been happy with a fast food restaurant followed by a movie at your place."

Ben said "nothing's too good for my girl" and Mira then blushed slightly but her makeup hid it to where it was almost nonexistent. They parked in the main parking lot which the only available place was near the back and since it was kind of a cold night Ben took the jacket of his tux off and draped it around Mira's shoulders.

After getting into the restaurant and at the front of the line the person at the podium said "do you have reservations." Ben said "I wasn't aware that you needed reservations here I didn't see that anywhere on the website when I checked it out." The person said "sorry no reservation no meal from here" and Ben said "do you not know who I am" and the person said "should I."

Mira whispered in his ear and said "let's just go" and Ben ignoring her said "I'm Ben Tennyson" and the person changed their demeanor almost instantly and said "oh I'm sorry Mr. Tennyson I had no idea that you and your wife were going to be coming here tonight" and Ben said "she's not actually my wife she's just my girlfriend" and the person leaned over and said "you might want to put a ring on that before someone else swoops her out from under you."

At that moment Ben could feel a light blush on his cheeks while the person led them to their table and said "your waiter will be with you momentarily" and he walked back to his podium. After a few moments the waiter came and said "could I start you two off with something to drink" and Mira said "I'll just have a water" and he turned to Ben and said "and what will you have sir" and Ben said "you wouldn't happen to have smoothies would you."

(Bellwood, Plumber's base)

Gwen was just picking Natsu up from the plumber's base and she was honestly surprised as how he was dressed since he was wearing a tux instead of his usual open vest, white baggy pants, and sandals, however the one thing that remained constant with him was that he had his scarf around his neck. Gwen was wearing a form-fitting red dress, black stockings, and red 2-inch high heels along with a necklace that she borrowed from her mother.

She was pulling up in the car that she also borrowed from her parents and Natsu got in the car and Gwen said "so where were you planning on going" and Natsu said "I don't know let's just see where we end up" and Gwen put the car in gear and started driving out of the parking lot that the plumber's base was under and said "your one of the people who don't stick to plans too well aren't you."

Natsu said "with the adventures we've been on you should have known that by now" and Gwen said "yeah and if memory serves you're not too good at making plans either." Natsu said "well in Fairy tail with plans the main rules are make a plan, execute the plan, expect the plan to go wrong, throw the plan out the window so you can see why I don't really bother with them" and Gwen said "it's the same with our group."

Gwen just drove them and since she figured she would have to make the plan and drove to one of the few fancy restaurants in Bellwood and parked near the entrance since she planned on going there. She said "have you gotten your Jewel converted to earth currency yet" and Natsu said "yep I have and quite frankly your guy's currency is pretty bad compared to jewels" and Gwen said "why."

Natsu said "well I had like 500,000 jewels on me and I only got 300 dollars and 90 cents on this planet" and Gwen said "Jewels are a currency that most planets gave up on using back near when the Plumber's started. The reason for this is because of the fact that on most planets they're pretty worthless like here on earth" and Natsu said "yeah I've been used to jewels and now I have to figure out how to use this new money."

(Bellwood, Plumber's base)

Kevin was just pulling up to the plumber's base since that was where Lisanna was living until she could find a proper residence for herself and Mira. Kevin was dressed in the tux that he got from Ben which was simple white shirt with a black formal jacket, black pants, and his black shoes seemed shined more than usual.

Lisanna was waiting for him to get to the plumber's base parking lot where he was and when she got in Kevin was quite shocked at how she was dressed. She was wearing white dress that went down to her ankles and seemed to glitter in the dim lighting from the street lights, black stockings, and 2-inch high heels that seemed to glitter in the same way as her dress was.

Kevin said "I've got the best night planned" and Lisanna said "are you paying for it with money that you've earned legally or from your less-than-legal deals" and Kevin said "you've been talking to Ben haven't you" and she giggled and said "no I've just come to see you at your garage and making deals with shady looking individuals."

Kevin then said "I have to have some source of income other then being a plumber because even when you get a full-time badge it's not the best paying job. Also, I have to make more money than I do in order to fix this car from all the times that the battles that Tennyson takes on wreaks it. I mean once time we faced off against this robot that came out of a box that imitated whoever it saw and then he knocked Ben back while in his Humungosaur form and trashed my car."

Lisanna said "if we do end up married you know I will have you drop all your illegal deals right" and Kevin said "I guess I could live with that" and Lisanna kissed him on the cheek. She then said "so where are we eating" and Kevin said "just wherever spikes your fancy" and she said "so in other words keep an eye out for a place to eat."

Kevin said "yeah" and they continued driving for about 30 minutes when an alarm started blaring in the car and Lisanna said "what exactly is that" and he said "it's an incoming transmission" and he pushed a few buttons where the radio should be and his voice fell and said "from earthland." Lisanna said "I wonder who would be sending it since I don't think anyone from the guild would be able to operate any of the machines that Lucy left behind."

Kevin pushed a button and where the radio was flipped over revealing a screen and it turned on and it showed that it was Vilgax making the call. Kevin said "what are you doing contacting me Vilgax" and instead of responding directly he said "all plumbers in the facility bring me Ben Tennyson or I shall kill all my prisoner who are part of a quite intriguing little thing on this world called a guild that goes by the name of Fairy tail."

He stepped out of the frame to see that behind him shackled to walls were Cana, Juvia, Elfman, Freed, Laxus, Evergreen, Bixlow, Wendy, Carla, Pantherlily, Gajeel, Levy, Makarov, and everyone else there. Vilgax said "I have formed an alliance with other people who want Tennyson dead as well so if you don't want these innocent people to die then bring me Ben Tennyson you have 5 hours" and with that the transmission cut out.

Kevin looked over to see that Lisanna still had a shocked look on her face and Kevin said "we'll save them" and Lisanna said "how I don't think we're going to be handing over Ben" and Kevin said "of course not. However, we're going to be getting our team together call Grey, Erza, or Lucy and have them ready in the parking lot."

Lisanna did just that and after hanging up the phone that she had gotten with her first paycheck as had everyone else so they could keep in touch she said "they'll be waiting for us" and Kevin made a sharp U-turn and started heading back to the plumber's base. He then pushed a button on his dashboard and the screen that was still out came to life and said "calling Ben Tennyson."

(Saison, San Francisco)

The Ultimatrix started beeping and after Ben ignored it for a few moment Mira said "Aren't you going to answer that" and Ben said "no It'll go to voice mail I promised no Hero work on our date." Mira said "answer it I know that if you have to break the promise of no hero work then that's what needs to be done" and Ben said "okay then."

He turned the dial and said "what do you need Kevin I'm on a date as I told you" and Kevin said "you can cancel your date we need you to get to the rustbucket 3 I got a transmission that I'm sure you got in your car as well." Ben said "we're not in my car we're eating right now" and Kevin said "then just get to rustbucket 3 and I'll replay the transmission when everyone is there."

Ben sighed and said "okay we'll meet you there" and the call was disconnected and he said "I'm sorry about this" and Mira said "we're a team so we have to go and it's not like we won't have another date like this in the future." They got up and Ben paid quickly and the ran out of the restaurant and got into the car and started heading toward the rustbucket 3.

(highway, Kevin's car)

Kevin tried again to dial Gwen's number only for it to go straight to voice mail again and he threw his phone in the backseat in frustration. Lucy was quick enough to dodge it along with the others and he said "damn it I can't get a hold of Gwen" and Lisanna said "I think I know a way I can." Kevin said "great then do it" and Lisanna closed her eyes in concentration and when she opened them up they were glowing in a teal light.

(Bellwood, Masa)

Gwen started hearing what sounded like Lisanna's voice and started looking around and Lisanna said "I'm communicating you through telepathy" and Gwen thought "I didn't know we could do that." Lisanna said "I figured it out without trying to by hearing Natsu's thoughts by accident when training anyway we need you and Natsu to head to the rustbucket 3."

Gwen thought "why" and Lisanna said "we have a mission that the 9 of us have to head on together" and Gwen thought "okay we'll be right there" and she cut off the telepathic connection. She turned to Natsu who was eating as slowly as he could but still as much as usual and she said "we have to go" and Natsu said "why" while eating a piece of steak" and Gwen said "there's something wrong Lisanna just contacted me saying that there was mission that we all had to go on."

Natsu said "to hell with manners then" and he picked up the whole steak and tossed it in his mouth and they headed out of the restaurant with Gwen paying since Natsu didn't have much money with him when he came to earth. They got in the car with Gwen in the driver's seat and Natsu in the passenger side seat and they went as fast as they could and Natsu said "did Lisanna say what the mission was" and Gwen said "no but I could sense that she was feeling worried."

(abandoned airstrip, Rustbucket 3)

Ben got there first and him and Mira got out and waited for Kevin to get there by sitting on his hood and after about 5 minutes Kevin's car pulled up and Kevin, Lisanna, Lucy, Grey, Erza, and Happy got out of the car. Ben said "so what's up with this mission" and Kevin said "we'll wait till Gwen gets here so that I don't have to replay the recording my car took again."

After about 15 minutes Gwen got there and she and Natsu got out of the car and said "so what's going on Kevin" and Kevin just pulled out a holoviewer and played it. After the holoviewer turned off automatically the whole group from Earthland had worried expressions plastered on their faces. Ben said "I wonder who he's teamed up with" and Kevin said "it must have been strong people because I don't think those guys could have lost with that pill that Azmuth created."

Lucy let out a whimper" and Ben said "what" and she said "I may have forgotten to send the rest of those pills to earthland in fact I have them on me." Grey said "you didn't send them so now it's because of you that the rest of our friends are in trouble" and Ben said "lay off her Grey" and he said "no for the very reason that because of her Juvia is in trouble."

Kevin absorbed the metal of his car and formed a mace and said "you better take that back or you won't be getting up" and Grey said "why should I" and Kevin said "Because from what you and your team has told me about Fairy tail you don't assign blame there and that's the same way it works for our team." He said "Sorry Lucy I'm just worried" and Lucy placed a hand on his shoulder which was bare along with the rest of his upper body.

She said "I know you're worried in fact I'm also worried about Laxus and your shirt" and he looked down and said "aw damnit" and Kevin said "we're heading to earthland now so if you don't want to be left behind then get on board." The whole group got on board the ship and Gwen said "hey Kevin where are the spare sets of clothes that we all left on here because dresses aren't exactly practical to fight in."

Kevin said "compartment 5" and Gwen grabbed her spare set along with Mira's and Lisanna's and they all went into the bathroom which Kevin had expanded when he worked on the ship last time. A few minutes later they all came out and sat in one of the remaining chairs and Kevin said "hold on we're going as fast this can go" and he took off at Mach 9 to get to earthland faster and Natsu's motion sickness came into play again.

(earthland, fairy tail guild)

Five hours earlier

Vilgax had just landed and then burst into the guild hall and said "my scanner said that Ben Tennyson was here so where is he" and Makarov said "he was here about 8 weeks ago why do you want him." Vilgax said "Because me and my associates want him dead" and Makarov said "why is that" and Vilgax said "for a majority of reasons but the main reason that we all share is he's a big threat to our plans."

Makarov said "I'm only going to warn you once before he left I made him an honorary member of my guild and all the people in this guild are like my children since this guild is like a family for everyone who is in it. So, if you wish to kill one of my children you better hope that you don't do it in my presence because if you do then you will face my full wrath."

Vilgax said "what could you do old man" and Makarov used his magic to at last triple in size and Vilgax said "so that's what you can do. Tell me human my reports say that most people in this world get by with magic is that what you used to increase your size. Makarov said "it is" and then he slammed his fist down on Vilgax who managed to push it up and then threw Makarov through the guild hall which upset the natural structure and caused it to fall pieces.

Vilgax said "so much for you so called children" and then he heard and explosion from behind him and turned to get hit with a metal club. He said "was that suppose to hurt me" and Gajeel said "it was supposed to knock you out cold" and Vilgax said "if you wish to survive then stay out of this." Albedo came up beside him and said "don't kill any of them they will suffice as bait" and Vilgax said "of course why didn't I think of that."

Albedo said "Because you have a one-track mind that's too focused on killing Tennyson" and Gajeel said "why are you with this guy Tennyson." Levi said "that's not Ben" and Gajeel said "how is he not he used that form when he was here last time." Levi said "if you would look at the eyes and compare them to Ben's this guy has red eye while Ben's were green" and Gajeel said "so what evil clone."

Albedo said "I was an exact copy of him when I made another Omnitrix but when they combined together they created a bio-energy feedback which made me his opposite but we're both still essentially humans however I was a being known as a Galvan one of the smartest being in the universe." His explaination seemed to go over everyone's heads and he said "to dumb it down I have all his abilities and the exact opposite of his looks.

Before they were about to charge another being showed up he had red skin, a large shell looking brain, and was wearing black armor of sorts. He said "my name is Servantis and I would appreciate it if you all were to come with us without too much confrontation" and Macao said "like hell we'll come with you crab head. He said "well I had hoped to avoid this however we must do it if we wish to destroy the coming storm" and Wabaka said "what the hell are you talking about coming storm."

Servantis said "the person whom you have befriended that is the original copy that Albedo is regrettably stuck in his form. He has been in possession of a strong weapon and in his hands, it will eventually overwhelm him and turn him evil I am hoping to prevent this coming storm before that happens." Gajeel said "I may not know him well but since he saved all of our lives I don't think he would let the power corrupt him and turn him evil."

Gajeel then charged right at Albedo and was about to whack him with his iron dragon sword only for the blade that came out of his hand to shatter. He tried an up-close iron dragon roar only for albedo to stay standing and then he chanted "iron dragon club" and his hand turned into a club only for Albedo to catch it and use it to flip him over and into the ground.

As Gajeel was about to get up Albedo jumped up high as Humungosaur and slammed down on him knocking him out. Albedo said "any more volunteers for a near death attempt at attacking any of us. Levi was speechless when Albedo had knocked Gajeel unconscious and out of anger she ran forward at him while pulling out her light pen and chanted "solid script: malfunction" and she got up close before jamming her light pen into the hourglass symbol on Albedo's chest.

When she did so he punched her away however after he did that the symbol turned half red half green before it turned him back into his human form. He tried to activate it again only for it to not respond and when Macao tried shooting purple flames as him while he was vulnerable Vilgax got in front of him and pulled his blade off his back and absorbed the flames by activating his swords flame function.

The flames on his blade then turned purple and he said "thank you for the hotter flames" and he held his hand with his hand in a fist forward and shot a red beam at Macao only for it to envelope him in a red beam. He tried to get up and Vilgax I salute you very few have withstood an assault from the ruby ray of ulo" and then a glittering substance started flowing out of Macao and into the gem.

Vilgax then tried concurring purple flames in his other hand and when he discovered that he could he stopped the beam and Macao collapsed in pain. Vilgax turned away as his son Romeo ran over to him to see if he was okay and Vilgax turned around and said "Be grateful that I'm not allowed to kill any of you" and he turned around again and said "Servantis round them up" and Servantis opened up the shell part of his head to reveal his brain and after a minute had everyone from the remains of the guild hall in a red glowing force field.

Vilgax grabbed Gajeel and said to Albedo "you can handle the girl right" and he said "she seems light enough with the fact that she's not as blessed as the other girls on this world." He then flung Levi over his shoulder and they went off to a cave that they were using as their hideout since landing on this world.

After about a 20-minute hike they reached their cave which they had recently taken over from the remains of a dark guild that was under the orcian seis's control. Vilgax threw Gajeel down on the ground and kicked him until he woke up and he said "now you're going to help us." Gajeel said "why the hell would I do that you killed our master and destroyed our guild hall" and Vilgax said "your guild master is still alive but just barely.

Whether or not he makes it depends on you if you help us I'll leave him alone however if you don't help us then we'll just kill him." Gajeel said "bite me" and Vilgax said "so you have no feelings toward your guild master how about the girl that rushed out to take on Albedo right after you got knocked out" and he moved to the side to reveal that Levi was slung over Albedo's shoulder.

Vilgax then grabbed her and held his sword to her throat and said "you wouldn't want anything to happen to her would you." And Gajeel whispered "shrimp" and then spoke up and said "just leave her alone I'll do anything you want" and Levi said "no don't give him what he wants." Vilgax said "quiet girl he's got no choice right now if you would Servantis" and the force field made of lightning started intensifying and the rest of the guild started shouting out in pain.

After a minute Servantis dropped the field and the whole of Fairy tail were laying on the ground unconscious with the exception of Laxus. Laxus stood up and said "you really think a little shock like that would disable a lightning mage" and he charged at Vilgax only to be stopped by Servantis creating a flat force field this time in front of Vilgax.

Vilgax handed Levi back to Albedo and then Servantis dropped the force field and Vilgax shot another beam from the crystal on his hand. After a minute the magic from Laxus started leaving him and draining into Vilgax and Vilgax stopped after a few minutes. He then held up his hand and started using electricity from it and he tossed Laxus over to Gajeel and said "shackle them all to the wall" and Gajeel started doing that concerned for Levi.

Levi said "stop if it's this then I would rather die then watch you act like you did back then" and Vilgax said "you might want to watch your tongue girl or I might just kill you and then force him to do this." Gajeel then rushed forward toward Albedo, who was holding Levi, and stopped just short of him and he whispered in Levi's ear "sorry for this" and then delivered a metal covered fist into her stomach knocking her out."

He then took her and shackled her to the wall as well and finished with the rest of the guild members including Makarov. There was only one person who wasn't there and that was because they were on a mission and it was Elfman and Gajeel hoped that he was on his way to the town now if not already in the town" and Vilgax said "what's wrong with you" and Gajeel said "nothing."

Vilgax then turned to Servantis and said "read his mind" and Servantis started shooting a thin beam of energy from his head and after a few moments he stopped the beam and Gajeel collapsed and Servantis said "there's still a member of this guild out there" and Vilgax said "I'll go out there and get him what did he look like" and Servantis said "taller then the average mage, short grey hair, probably wearing a blue suit."

Vilgax left the cave however at that moment Elfman was right where the guild hall used to be and he said "I wonder what happened" and then he heard large footsteps from behind him and turned around to see a green skinned alien with tentacles coming from his face. Vilgax said "what happened was I knocked out your master and my cohorts captured the rest of your friend with the exception of those that are off world.

Elfman then punched Vilgax right in the face but that didn't do anything and Vilgax grabbed him by the face and said "any more resistance and you'll be worst off then your guild master is" and Elfman said "what did you do to Makarov." Vilgax said "all I did was knock him unconscious however if you keep resisting then he will be dead and it would be because of you could you live with that on your conscious."

Elfman stopped fighting and Vilgax punched him in the stomach and then looked up and noticed a plumber's drone. He smiled at it and then blasted it with his eye beams and he said "it looks like we'll have some company soon we'd better prepare." He then dragged Elfman back to the cave and at this point Gajeel was awake and Vilgax said "shackle him to the wall with the others." Gajeel did so and then Vilgax said "I can't very well use metal to shackle you to anything since you eat metal from the reports I've read on you.

However, that doesn't mean that I can't stop you from fighting back" and then he pulled a strange device from his belt and pushed a button with it aimed at Gajeel. When nothing happened right away Gajeel smirked and shot up and said "looks like your device is faulty" only to notice that his hands were now shackled in front of him with some kind of energy and he said "or not" before slumping against the wall in defeat.

 **Okay I'm going to be mean here and leave you right here until the next chapter so in the next chapter we're going to continue with a flashback and then move toward present day with Ben's team arriving and probably the first encounter with the villainous team up. I know you're going to be shouting at me for bring Servantis in during Ultimate alien when he only appears in Omniverse however I have a plan for that later.**

 **Okay as always until next time this is Diamondholder signing off.**


	10. attack on earthland part 2

**Hello my fellow readers, writers, and people who have been enjoying this story so far, I'm back with yet another new chapter. In this chapter, we're going to be having Ben at least confront the villainous trio and probably something else but at this point I have no idea what's going on with this story so far since I have to think up a few more ideas for this story but you'll know what goes on since this is up after I'm done with it.**

 **I can't think of anything else to add so without further ado let's get this show on the road.**

"Talking"

" _Thought"_

" **Yelling"**

(location change, author input)

(earthland atmosphere, rustbucket 3)

The team of 9 plus happy are now creating a plan to take down Vilgax and since they have no idea where he is they are going to use his bio-signiture to lead them to him." Lucy held up her badge and said "I've programmed Vilgax's bio signature into my badge so we should be able to find him easily enough." They land near where the fairy tail guild hall used to be only to see it in shambles and Lucy said "wow it wasn't even this bad when Gajeel put his metal beams through it."

Ben said "why would he do that if he were a member of your guild" and Lucy said "it was before he became a part of our guild he used to be part of a guild called phantom lord." Ben said "okay so which direction is Vilgax" and she look at her badge and said "about 30 yards north of here" and Ben said "okay I'll go scout the place."

He then activated the Ultimatrix and after slamming it down he had transformed into Jetray and he took off in the direction that Lucy had pointed in. after landing and transforming back he said "I know it's a trap so I'm not just walking in there" and Vilgax then stepped out of the cave and said "then we shall step out" and on either side of him were Albedo and Servantis.

Ben said "so why have you three attacked innocent people here" and Vilgax said "Because I knew it would call you out here if innocent persons were to be in danger." Albedo said "now we shall take revenge on you in my case for imprisoning me on Galvan prime" and Ben said "that was your own doing by building a knock-off Omnitrix."

Albedo activated the watch on his wrist and transformed into spidermonkey and Ben said "how in the hell did you get your new knock-off Ultimatrix working again." Albedo said "through the help of our third partner" and Ben said "so what did I do to you" and Servantis said "first so you can address me by name the name is proctor Servantis and you haven't done anything to me yet."

Ben said "then why are you joining up with these two clowns" and Servantis said "because you are the coming storm with that watch on your wrist" and Ben said "what exactly is that." Servantis said "with that watch on your wrist in combination with the celestialsapian DNA inside of it you have the potential to reshape the universe in anyway that you wish to."

Ben said "you obviously don't know anything because if you did then you would know that I've saved the universe more times than I can count" and Albedo said "which I'm sure isn't very high" and Ben continued "not to mention that I've had Alien x locked away because of the fact that I'm scared of his power." Vilgax said "no matter it's time to take our revenge on you" and Ben activated the Ultimatrix and transformed into swampfire and then slammed down on the symbol on his chest.

Four spikes jutted out and a green glow enveloped his body and his body changed from green plant life to a brown wood body, a blue face, and a large blue protrusion from his back and small blue protrusions on his arms and he shouted out **"Ultimate swampfire"** and Albedo said "as if that could stand up to this" and he activated his watch and instead of turning into a normal alien form he automatically transformed into ultimate Humungosaur in a red flash."

Ben said "how did you gain the ability to go into your ultimate form without transforming into the original form of the alien first." Servantis said "that would be through an associate of mine known as Dr. Psycobos" and Albedo said "now let's do this" and he shot bone fragments at Ben who shot a large stream of fire to cause them to explode before they hit him.

Vilgax shot a beam of red energy from the jewel on his hand that knocked Ben down and then using super speed that he acquired from one of the earthland mages he got behind Ben and held him up and said "now Albedo" and Albedo shot more bone fragments and this time they all hit their mark. Ben broke free of Vilgax's hold and then turned around and pumbled him to the ground however Servantis shot red energy from the gem in his head which sent Ben to the ground.

Ben quickly got up and charged at Albedo only for Albedo to block his attack and counterattack with a tail swipe at him which caused him to be sent flying into a tree. Ben then charged forward again while slamming down onto the symbol on his chest and transformed into echo echo and slammed down again in evolve him into his ultimate form and then shot two disks at each of them and multiplied them around them.

He then said "sonic doom" only for them to seem to be unaffected and he said "how are you not falling down" and Servantis said "I've given each of us a sonic dampener to prevent us from falling to the form that you used to defeat Kevin Levin." Ben said "okay time to try something new or rather something old with a new look" and when he slammed down on the symbol again and a green flash of light he turned into diamondhead.

He said "let's wrap this us" and Vilgax said "I was just going to say the same" and he shot hundreds of beams from his eyes and wrist gem and they pumbled into Ben which sent him down to the ground. Albedo then shot more bone fragments at him and after they hit he ran forward and slammed his fist into Ben's head which caused him to pass out from the pain and the Ultimatrix changed him back into his human form.

Servantis was about to have him remove the Ultimatrix only for Vilgax to stop him and say "what exactly are you doing" and Servantis said "I must destroy the watch so that no one can become the coming storm and destroy the universe." Vilgax said "I won't allow you to take it" and he grabbed the Ultimatrix and slipped it onto his wrist and it readjusted to the size of his wrist.

Servantis glowered at him only for him to quickly cover it up and said "so the master plan is still in effect" and Vilgax said "yes, it is let's commence to stage three." They were beamed up to his ship and left ben face down in the dirt and the fairy tail mages chained to the walls of the cave that they had set up as their temporary base.

(at the base of the mountain, Lucy's group)

The remaining team of now 8 were making their way back up to the mountain to help out Ben as much as possible but after hiking for about 20 minutes they came upon a sight that in Lucy's opinion thought that they would never see. Ben laying on the ground with multiple injuries and unconscious. Lucy then saw that there was a cave there and went into it while the other's checked on Ben and she saw her friends chained to the walls of the cave.

She then saw Gajeel in the corner in energy cuffs and she said "what happened here" and he said "I was forced to shackle them to the walls." Lucy then pulled out her device that formed and deformed energy cuffs and released Gajeel and said "what did they use against you." Gajeel muttered something and Lucy said "I didn't quite get that" and he shouted **"they used Levi against me okay cheerleader"** and Lucy said "so you really do love Levi" and he said "if you tell anyone then I will make sure you live to regret it."

Lucy said "let's just get them off the wall" and he said "that's easy I made the shackles special" and he then closed his eyes in concentration and after a moment the shackles opened up and dropped everyone onto the floor." Lucy ran over to Wendy and started lightly slapping her face and said "come on wake up we need you" and slowly but surely Wendy woke up.

She said "what happened" and Gajeel said "that guy that looked like a red crab shocked most of the guild with electricity which knocked everyone including you out and moved everyone to this cave" he said leaving out the part where he had to shackle the whole guild to the wall. Lucy said "we need you to use your healing magic" and she said "take me to whoever needs to be healed" and they walked out of the cave while Gajeel walked up to Levi to inspect her.

Outside the cave Wendy almost immediately saw Ben lying on the ground still out cold and she said "what happened to him" and Lucy said "he tried to defeat Vilgax the person who was part of the guild's kidnapping." Wendy ran over to him and started using her healing magic and started healing his wounds and Lucy said "what did Gajeel mean when he said red crab guy."

Wendy replied "all that I remember is that this green tentacle-faced guy, this guy who looked like Ben only with a red jacket, white shirt, and grey hair, and this weird guy who can reveal his brain came in and Makarov tried to take on tentacle face only to be quickly defeated but tentacle face was merciful and left him alive.

Gajeel tried to attack next until Levi got involved and then got herself captured which caused Gajeel to admit defeat" and Mira cut in and said "I knew those two were meant to be together." Lucy said "not the time Mira what happened after that" and Wendy said "the only other thing I remember is that a red forcefield appeared around us and electricity shocking us and then I lost consciousness."

At this point Ben sat up almost immediately and said "what happened" and Natsu said "you'll have to tell us that when we got here we only saw you lying on the ground with multiple injuries." Ben said "so which of you healed me I mean I didn't think any of you had healing abilities" and Wendy shyly spoke up "uh that would have been me" and Ben said "thank you."

He then opened his eyes in shock and said "I remember Vilgax and Albedo teamed up with someone called proctor Servantis and they teamed up with the only purpose of taking me down." Lucy said "are you sure their third partner was called proctor Servantis" and he said "yeah at least that's how he introduced himself."

Lucy clenched her fists in anger and Natsu said "why is that name familiar to you" and she turned around and said "oh yeah he's familiar to me in fact he gave me this" and then she pulled her hand away from her face to reveal that she was wearing an ID mask. The instant the image faded away she was still standing there only instead of her normal appearance she had a big chill appearance and had one eye missing.

Ben said "what was he doing" and Lucy said "I was one of his subordinates when he was stationed in the null void he was mixing human DNA with that of Aliens and Kevin was a key part in that." Kevin said "I don't remember that" and Lucy said "most likely because he changed your memories anyway he combined my DNA with that of necrofigian however instead of being able to shift between my human form and alien form like most of the other test subjects I was stuck in my alien form.

He was creating these hybrids in order to prevent the coming storm" and Ben said "that's what he called me" and Lucy said "Apparently you were too powerful to be left alive to he sent me and the others out after you. However, after we were forced to retreat he called the whole project a failure and took his anger out mainly on me for not being what he called a failure for not only not being able to stop you but not being fused flawlessly like the rest of them.

In fact, the only reason I managed to get away with only losing an eye is because of the fact that one of the other amalgams took him on and gave me the time to run away." She placed the ID mask back on and said "that's the whole reason I started to learn to use celestial spirit magic because if anyone could help restore me to my normal form it would probably be a celestial spirit.

However, they had no idea how to fix my condition so I just started donning an ID mask to hide away my true appearance." As she finished her story Ben said "I'm surprised the Ultimatrix didn't detect you" and she said "probably because you already had necrofigian DNA unlocked" and Ben said "it does but normally it can detect if there's genetic damage to anyone" and Gwen said "but isn't that only if you have skin on skin contact with them.

If you think about it you two haven't had any skin on skin contact" and Ben thought for a moment and said "yeah any time we've held hands for any reason it was when you were wearing your plumber's suit." She said "don't worry about my condition we've got to save earthland" and Kevin said "leave that to me to figure out where they went because I used to think like them.

Not to mention I think they went up to Vilgax's ship" and Lucy said "why do you think that" and Kevin said "because if I were to invade a planet after making my presence known I would go back to my ship. Not to mention that we all saw his ship in orbit when we entered the planet's atmosphere so yeah they're probably up there."

Okay we've got to get up there Gwen can you teleport us" and she said "sorry Ben but there's too many of us to get up there without any injuries I could handle maybe 4 of us." Ben said "okay then we'll send our strongest fighters up there" and Natsu cut in and said "uh Ben what happened to the Ultimatrix" and Ben looked at his wrist saying "What do you."

He then saw that the Ultimatrix was gone and he said "after knocking me out one of them must have taken it I would bet that it was Vilgax." Lucy said "without your powers you'll be staying here" and Ben said "nope I've dealt with this kind of thing before so I'm going up there" and She said "okay then." Ben said "so we've decided that I'm going so who else is going" and Natsu said "no way I'm letting anyone else get all the action so I'm going."

Grey said "I really can't let ash-breath have all the fun here so I'm going to and Kevin said "I've always got your back" and Ben said "okay then we'll go and the rest of you wait here in case Vilgax sends down some troops to take over this world" and the rest of them nodded. A deep voice behind them said "how are you alive Tennyson I know I killed you" and they turned around and saw that it was Albedo in his ultimate Humungosaur form and Ben said "it must have been just a temporary case of death" and Albedo charged at them only to be tripped by mana released from Gwen.

While Albedo was getting up Gwen teleported Ben, Kevin, Natsu, and Grey to Vilgax's ship and when Albedo got up he said "I guess I'll finish Tennyson later but for now I guess I can kill his little cheerleaders." Suddenly a tornado that looked like it was filled with pieces of metal shot toward Albedo and Gajeel was standing at the entrance of the cave and said "I resent that you freak of nature."

Albedo got out of the tornado and said "okay then you die first" and Gajeel entered his dragon force in just the nick of time since Albedo hit him with a fist." Gajeel said "I was hiding this when we last fought now I've got the strength, speed, and magic energy of a dragon so come at me you freak" and Albedo said "since you basically begging me to kill you then I will be more then happy to" and they both charged at each other."

(with Ben's team, Vilgax's ship)

After the teleportation spell was complete the team saw they were on Vilgax's ship and Natsu started getting a little green in the face and Ben said "you knew we were going on a ship why did you want to come if you knew you were going to be motion sick." Natsu weakly said "I didn't think about that I just wanted to fight your strongest foe that you haven't even been able to defeat yet."

Ben said "Get it under control" and Natsu took a few deep breaths and he stood up right albeit looking slightly pale and he said "okay I'm good now." Ben said "okay if I remember this ship correctly the bridge is this way" and he started going north only to see a large pantaloon of robots coming their way. He said "so you guys want to do the honors" and the rest of the team said "Gladly" and Natsu chanted "fire dragon's roar" and he spewed out a large burst of fire out of his mouth.

Grey pressed his hands together with a fist in an open hand and chanted "Ice make: floor" and the floor got covered in a sheet of ice and the robots slipped and Grey followed that with "ice make: knuckle" and the robots were punched to pieces and when he was looked at he said "what my ice forms are stronger if there's ice around where I cast it."

Ben said "We need to keep moving" and they ran and kept getting stopped by robots and however the robots were quickly defeated and after about a half hour they were standing in front of Vilgax who was standing on the dock and had Servantis behind him and Ben said "it's time for you to give up Vilgax." Vilgax said "let me guess you're going to challenge me to a concurrer challenge somehow trick me into giving up the Ultimatrix and then come out with a win."

Ben said "nope you're going to give me the Ultimatrix of you own free will" and Vilgax laughed and said "why on earthland would I do that" and Ben said "so you don't blow up Ultimatrix command function override code 10" instead of responding to him there was no recognition of the watch at that point." Ben said "what happened to it" and Vilgax said "with the help of Dr. Psycobos I've removed the function so now you can't destroy it and stop me."

Ben said "well damn" and Natsu said "so what we'll still kick your ass" and Vilgax said "is that a challenge" and Grey said "it sure it" and he readied his magic. Vilgax said "very well then let's see how you three deal with this" and he activated the Ultimatrix and transformed into swampfire. Almost instantly Natsu fell to the ground clutching his nose" and Kevin said "What's your problem" and Natsu said "Remember how I told you that a dragon's slayers senses of hearing, smelling, and sight are better than normal humans."

Kevin said "yeah" and Natsu said "well to me it's like he's standing right in front of me" and Grey said "ice make: sword" and a sword made of ice appeared in his hand. Kevin absorbed the metal of the ship floor and formed his arms into twin blades as well" and Kevin said "we'll still take you down" and they both charged at Vilgax and Grey sliced his arm off and instead of the arm reattaching itself the wound froze over and prevented him from reattaching his arm.

He then used the heat powers of swampfire to melt the ice and reattached the arm and said "that was a good idea wizard however, against a Methanosian it won't work" and Grey said "damn it" and Ben started looking around for a way to help and he saw that there was a laser cannon on the wall and he said "well that's convenient" and ran over to get it.

After attaching it to his arm and remember that it was kind of like that weapon he used when Tetrax took him to get Azmuth to stop the self-destruct sequence of the Omnitrix he activated and started shooting it at Vilgax. Vilgax just absorbed them and said "it's you that I want to kill anyway and he put down the unconscious Grey, Natsu, and Kevin and started charging toward Ben.

As Ben braced himself for the punch that he knew was coming only to be surprised that it never came and instead heard a thud on the floor. He opened his eyes and saw that Vilgax was unconscious on the floor and Servantis was behind him with his brain shell open and Ben said "why did you do that I thought you were on his side."

Servantis said "I was until I saw him beating up the defenseless I may have used some unusual methods to stop you from destroying the universe however first and foremost I am a plumber. Ben said "Are you going to stop me from taking the Ultimatrix back because if you are I know Brainstorm's weakness" and Servantis said "no but know this Ultimatrix bearer I will be back to come after you again someday."

Servantis teleported away and Ben changed Vilgax back and took the Ultimatrix away from him and slipped it back onto his wrist. At that point Vilgax woke up and said "what happened" and Ben said "I'm back in business is what's happening" and he activated the Ultimatrix and then turned into big chill and then evolved into his ultimate form and froze Vilgax solid.

He changed back only to see that Natsu, Grey, and Kevin were back up only worse for wear and said "looks like we finished Vilgax off" and Natsu said "that's great and all but can we get off this vehicle now" and Ben said "yeah I know there's a teleporter over here" and they teleported to the surface only to be surprised.

(earthland surface, Gwen's team) At the same time Ben's team is fighting Vilgax

After both Albedo and Gajeel started fighting Lucy headed over to the rest of the mages that were in her guild and said "do any of you have any idea how to stop him" and Levi said "I did something that stopped his watch from working for a time." Lucy said "okay we'll lure him closer to here and you use what you did before" and Levi nodded at the plan" and Lucy shouted "hey you Galvan reject."

Albedo punched Gajeel away and said "well someone is begging to die" and he charged at Lucy who was running toward Levi who had her light pen out and Lucy hit the ground and said "now Levi" and she wrote out a word and chanted "solid script: malfunction" and he shot it toward Albedo who was going too fast to change directions and ran right into it.

He was forced back to his non-transformed state and said "what how could I allow this to happen again" and Lucy said "you're just not that good I guess" and she charged at him and jumped up into the sky and started going down toward him and shouted **"Lucy kick"** and she managed to knock him out with a well-placed kick to the head.

After he fell to the ground unconscious she said "well it wasn't that hard" and Gajeel said "for you maybe cheerleader" and Lucy said "I had a feeling that Levi could do something like that but before I could ask you just jumped into the fray" and Gajeel said "yeah well if you were faster than I wouldn't have had to jump in and fight."

Lucy then said "if I remember correctly you were the one who was antagonizing him" and Gajeel said "that's because he was getting ready to kill you girls." Lucy said "so you really do care" and Gajeel said "don't be putting words in my mouth cheerleader" and he turned his back to everyone and that was when Ben, Kevin, Natsu, and Grey appeared in front of them."

Ben said "I see you guys cleaned up here" and Lucy said "where is Servantis I want my revenge against him" and Ben said "he teleported away before I could stop him." Lucy said "damn it all however if he's stationed in the null void I'm sure we'll find him someday in the future." Just as Ben was about to respond everyone heard a rapid beeping coming from his back and the whole group of mages and team of 9 were enveloped in a bright flash of white light.

As the light faded Lucy said "what were we just talking about" and Ben said "I don't remember" and Lucy said "Well let's head back to the guild so it can be repaired" and the group of about 40 people started heading back to town from the mountain. After getting back to the guild hall Ben repaired the guild hall with Clockwork's powers and everyone was getting ready to leave the planet."

Ben said "don't worry about an invasion happening again because the plumbers have erected a barrier that can only be taken down with code that plumber's vehicles have. Gajeel said "most of us are coming with you guys this time" and Ben said "why is that" and Gajeel said "because without Natsu here it's pretty boring so we're coming for part of the excitement."

As almost everyone was on board the ship Lucy said "Are you sure you want to stay behind Laxus" and he said "yeah, I mean someone has too keep an eye out for gramps" and Lucy said "okay then" and the crew plank rose up and the ship's engines started powering up and the rustbucket 3 left the atmosphere which the sky turned green for a split second as the ship left the planet.

 **And the first of a few original arcs completed the two chapters in this arc are to replace the episodes the eye of the beholder, Dr. vicktor returns, and the big story because quite frankly I don't really care for those episodes and in my opinion, they are more filler then anything so I said how I had a plan for how Servantis' Debut will also be in Omniverse and you see how that is now.**

 **Do you like how I did it do you hate it either way I can't think of another way so until next time this is Diamondholder signing off.**


	11. girl troubles

**Hello my fellow readers, writers, and people who have been enjoying this story and my others so far, I'm back with yet another new chapter. In this chapter we're going to be going over the events of the episode girl trouble I believe but don't quote me on that. I don't have anything else to add so without further ado let's get this show on the road.**

"Talking"

" _thought"_

" **Yelling/spell name"**

(author's input, location change, time change)

(streets of Bellwood, middle of night)

Lucy's P.O.V

Our group of nine were currently riding or driving to Gwen's place since robots from dimension 12 have come back here again for some reason without us actually knowing what it was. Normally if I weren't in this group I would be investigating this myself but we did everything together in Kevin's car was Natsu, Gwen, Lisanna, Happy, and obviously Kevin.

In Ben's car was Mira, Grey, myself, and obviously Ben since he was the one driving and after speeding though alleyways and along main roads we finally pulled up to Gwen's house. As we all got out of the cars Kevin said "what's the big hurry the robots from dimension 12 already got away" and Natsu said "again before I could smash them to pieces" and we all were heading into Gwen's house and she said "that's the point I'm hoping my laptop and analyze the data we've recording.

If we work fast enough maybe we predict where they'll strike next" and then she stopped talking and I saw why since there was someone in her room. Gwen said to the unknown person "who are you" and she said "hey Gwenny don't you remember your favorite cousin. We all went back downstairs with Sunny as she called herself following us and we were waiting in the other room while Gwen was talking with her mom about this.

At the time we were waiting in the other room Sunny flung herself down onto the couch between Ben and Kevin and said "hey boy's I'm Sunny" and Kevin said "We've heard" and Ben said "I'm your cousin Ben" and Sunny said "well that's boring" and then turned her attention to Kevin and said "you got a name muscle."

Kevin said his name and Sunny said "so what do you do around here for fun Kevin" and before he could answer Lisanna tapped her on the shoulder and said "hanging out with me his girlfriend." As Gwen was about to leave the house we all got up and Sunny followed us and got into Ben's car along with Grey, Gwen, Lisanna, and myself.

Ben had started a video call with Kevin the instant we got out to our cars and Sunny said "so where are we going" and then squealed "shopping" ignoring her Ben said "maybe the robots can only open a new dimensional portal ever few hours" and Gwen said "I've checked that there's no pattern" and Kevin said "there's one pattern they keep coming back" and Gwen said "what is it they want."

Kevin said "they're killer robots their motivations in the job description" and the apparently offhandedly Sunny said "that's the trouble with spending your summer in the boondocks." I said "What exactly is that suppose to mean" and she said "nothing exciting ever happens in places like this" and I said "if you're already bored then you wouldn't be able to last a day where I come from."

Ben said "maybe we're overthinking things" and Kevin said "true robots from dimension 12 aren't really known for intricate planning." Gwen said "the portals appear at random intervals but maybe there's a pattern to the locations." Sunny said "I thought about not coming here and running away with Antonio, that's my boyfriend, and going somewhere fun.

I saw a TV show about Hawaii and it looked like fun have you guys ever been" and Lisanna said "wait if you have a boyfriend why were you flirting with Kevin" and Sunny just shrugged her shoulders. Gwen said "We're trying to work here Sunny" and she said "that's probably why it's so boring one time Antonio, that's my boyfriend, he said work is for people with no passion in their souls he's always saying romantic stuff like that."

She then added on after thinking about something "there's really no point in saying anything romantic to Gwen anyway she's a boring goody, goody who never does anything fun right am I right." I then heard Natsu's voice over the video call and while it was quieter then normal due to his motion sickness he said "if I were you I'd stop trash talking my girlfriend before you find yourself on the other side of my flames."

Gwen then said "well once my cousin was annoying me and I kicked her out of the car and she had to walk home that was fun" and Sunny said "are you telling me to" and Gwen said "Get out of the car." At that moment her laptop started blaring an alarm and after typing quickly on it she said "a new portal has opened up at the oil refinery."

Ben and Kevin drove there and we all got out of the cars that we were in and as Sunny was about to get out Ben said "stay in the car where it's safe Sunny." Gwen said "if you're not here when we get back you're walking home" and Sunny in a bored voice said "you already said that even your threats are boring."

We got into their blind spot and Kevin absorbed the metal from one of the oil containers, Natsu ignited his hands, Grey got his hands into the typical maker magic form with frost coming off of them, Mirajane transformed into her basic she-devil form, Lisanna turned into her cat form, I pulled off my ID mask since I was starting to fight with the powers that Servantis gave me even though it was against my will.

Ben then transformed into Fourarms and Kevin said "Jackpot robots from dimension 12" and Ben said "Let's bust them up" and as we were about to go into the fight Gwen said "try to capture one of the robots we can hack into it's memory so we can figure out what they're planning." Kevin said "I was planning on pounding them" and as we all rushed into action Gwen shouted after mainly the guys "save me one of the heads."

Ben smashed one of the heads thus stopping one of them and then started punching another until his fists got through the armor and then the threw the one he busted through into two others. Kevin was attacking one and managed to get kick another one away only to get targeted by one of them when Lisanna said "look out" and used her cat reflexes to pull him out of the way of the harmful laser."

He said "why I've got you to look out for me" and he charged right back into the fray destroying two more while Natsu was destroying them with brute strength alone and Grey was focusing on making them slip into each other. Mira was shooting blasts of her darkness attacks at them each one destroying a single robot. I froze a few of them while Lisanna was dodging through the laser blasts and attacks to keep some of them off of us.

Ben then said "heads up they're making a run for it again" and Gwen put up a shield to prevent them from going through their portal. Kevin punched a couple while Ben picked one up and threw it into another one which caused a massive explosion and through the battle sounds I heard the sound of a car door closing.

I quickly put my ID mask on again since I wasn't really comfortable with new people who I didn't trust knowing about the condition that scientific experiments caused me. Sunny was walking into the middle of the battle and said "cool can you make more fire" and Natsu who didn't hear her called out one of his other attacks **"fire dragon's roar"** which caused some more of the robots to explode from the intense heat.

Grey noticed that Sunny was in the middle of the fight and slid beside her and said "get out of here these things will kill you" and she said "I doubt it" and then created a Mana orb and flattened it out and created 5 disks and flung them at the 5 that were coming at her and then started shooting more mana orbs at the robots taking out a few of them.

Sunny said "I can't believe you guys ditched me this is so fun" and then lassoed one of the robots and smashed it into a large number of them. Kevin said "so she just managed to trash about a kabillion robots" and Gwen said "give or take" and Sunny said "that was so fun" and Ben transformed back and said "She's an anodite" and Grey said "no shit sherlock."

As Sunny was destroying each and every piece of the robots that were remaining since it seemed that she really liked creating explosions she was walking up to the only remaining head. Ben tried to stop her "Sunny" and she said "wait one more" and destroyed a part of the head and crushed it slightly and Ben said "We were kind of trying to capture one and read it's memory" and Sunny said "I don't see how that's going to work they're pretty much scrap metal."

Kevin turned to Gwen and said "she's pretty powerful why can't you do stuff like that" and Gwen retorted "because shut up" and Kevin said "I didn't look at it like that." Sunny said "I take it all back if this is what earth is like this is going to be fun where can we find more killer robots." We were all sitting in the living room area again and Gwen had just mentioned to her mom that Sunny was an anodite.

Her mom said "She's an anodite that's just great" and Gwen said "you didn't know" and her mom said "do you think she'd be here if your father had told me ahead of time." Grey said "so they were stealing oil" and I said "what for they're fusion powered at least according to the plumber's records." Ben said "maybe it's not for a power source maybe they're building a bomb" and Kevin said "they're killer robots they're already worse than bombs."

Natsu said "I can't believe those cowardly scraps of metal ran away like that I mean I barely got any of them destroyed" the whole-time breathing fire from his mouth. Grey said "inside is not the place for that flame for brains" and he said "oh and inside is a place for stripping" and he looked down and said "how did this happen."

Sunny then got in between Ben and Kevin and said "I want to fight some more where are we going" and Kevin said "we're waiting for Gwen" and then she turned to Natsu and said "what do you see in Gwen dragon boy I mean wouldn't you have more fun with a wild girl." Gwen then said "I'm right here Sunny" and Sunny said "listen up Cuz I've already got an awesome boyfriend his name is Antonio and he" but she was cut off by Gwen.

Enough with Antonio serious if I ever hear that name again" and then there was a knock at the door and Kevin who seemed glad to be happy for an excuse to get Sunny's arm away from around his shoulders answered it. The person who was on the other side said "is Sunny in" and Kevin said "it's for you" and Sunny recognized the person because she said "Antonio" and he repeated her name as Sunny was speed walking toward him.

Gwen's mom however got in her path and said "Absolutely not your parents said you are not to have any contact with that boy." Antonio said "but we're in love nothing can keep us apart" and Gwen's mom said "except this door" and slammed it in his face. Sunny had gone upstairs and we heard her calling out to Antonio and Gwen went up first and got to the window that Sunny was leaning out of.

She said "Sunny get back in the house" and then looked to where Antonio was standing holding a tree and said "is that tree from the backyard" and Antonio had put the tree behind his back and said "no" and she said "that's my swing" and started trying to pull Sunny back in by force. Sunny was actually putting up a pretty good fight since Gwen was barely able to hold her back and Natsu walked forward and started pulling at which point Gwen let go.

However, that was proven useless as Sunny just blasted Natsu against the wall which caused him to let go and she leapt out the window and into Antonio's arms. As they were leaving Sunny said "see ya Cuz it wasn't a complete drag" and Gwen said "Get back here Sunny you're going to get in big well bigger trouble" and Sunny said "why don't you fly down here and make me oh that's right you can't.

Gwen then started creating platforms from the window down to the ground and started running after them however she was quickly falling behind Antonio's larger footsteps. Just then a transmission from my suit came in and showed another dimensional portal was open and we all got in the cars in the same groups we were in before minus Sunny.

Ben pulled up along Gwen who was running and called out her name and Gwen said "not now" and Erza who was riding shotgun said "the robots have appeared again" and Gwen stopped running and got into the car. We drove to what appeared to be a small room and while we were still hiding the robots were placing something on the ground and Kevin said "it's just a canister bomb too small to do any real damage unless-"

Lisanna said "unless what" and they turned on the particle accelerator and Kevin said "unless they use the particle accelerator to enrich the fission battery that powers it. Ben then activated the Ultimatrix and transformed into Lodestar and Kevin said "you sure turning into a magnet is the best move in a particle accelerator" and Ben said "beat's me."

Natsu said "okay let's smash these robots" and Gwen turned to him and said "just don't get hit by the beam this room is giving off it could seriously hurt you" and he nodded before charging at the robots. Ben took the lead and picked up two of the robots with his magnetic powers and threw them into a wall causing them to blow up.

One of them however picked up Kevin and threw him into a wall headfirst and Lisanna instantly used her take-over animal soul cat to slice it into pieces." Just as Kevin emerged from the wall covered in the same metal from the walls he said "that's going to cost-" only to see the robot that threw him was already destroyed and he said "Never mind."

Gwen then sliced two in half with mana disks and said "Kevin can you shut down the accelerator" and he removed his fist from one of the robot's head and walked over to the control panel. He started doing random things and said "I don't know you need like a PhD to use one of these things" and Lisanna said "just figure it out."

One of the robots managed to go toward Kevin only for Gwen to put up a shield and then Ben used his magnet powers to break it apart. More of them came out of the portal and Ben used his powers to push them out of the way while Natsu was destroying some with Grey sending them toward him on ice, Mira was destroying multiple of them, Erza was slicing through a few of them, and Lisanna was watching Mira's back.

I used one of the blasters that I always carry with me and started destroying the robots with explosive rounds however we were quickly getting outnumbered. However, out of the way we came in Sunny appeared and said "Make room for Sunny" and then Antonio appeared and said in his gruff voice "and Antonio" and with their help we were still managing to destroy the robots.

Kevin was still trying to figure out how to shut down the particle accelerator and after getting a frustrated look on his face he said "aw forget it" and punched it which caused the accelerator to shut down and he said "well what do you know" and he jumped right back in the action and took out more of the robots.

However, since more were still coming out and I knew how this type of portal worked I said "Ben once more come out push them back in" and he did so and the portal disappeared. After we finished off the remaining robots Antonio like the idiot that I pegged him as was slamming the bomb against the floor saying "I'll smash you robot I'll smash you good."

Kevin got up behind him and said "cut it out" and Ben who had transformed back and as if he were talking to a dog "Bad Antonio Bad" and Antonio didn't get that he was being talked to like a dog and said "what." Gwen turned to Sunny and said "I hope you and your boyfriend had fun because playtime is over you're going home."

Sunny said "I'm not going anywhere" and I pulled up the records that I had one of the plumbers under my command send me and said "you know you're wanted for 5 counts of vandalism right." She said "those were all dropped" and I said "no you just never showed up for court so you forgot about them" and she said "details" and landed on Antonio's shoulder.

She said "my parents only sent me to this awful planet to keep me and Antonio apart but I just figured something out nobody on this planet can make me do anything" and she looked at me and said "especially not you miss plumber's apprentice." Kevin said "uh you're actually wrong about that she's a magister" and I said "she isn't referring to now.

I've run into her before and the first time I was just an apprentice but that's not important" and after I finished explaining that Sunny sent mana shackles to attach me to the wall. Natsu while he was in a relationship with Gwen said "release her" and charged at Sunny with his fist ignited only to get swatted out of the building. Everyone else then charged at her only for them to meet the same fate as me with the exception of Natsu.

Gwen said "I'm serious Sunny you've had your fun and now it's time to go home" and she said "make me" like an immature little kid. Gwen said "I guess you leave me no choice I had hoped that I wouldn't come to this but I'm telling your parents" and Sunny said "no" and then blasted Gwen down on the ground.

Ben ran over to her and said "are you okay are you hurt" and when she got back up her eyes were glowing with mana and Kevin said "she's fine take cover." Gwen then placed her hands together and called out one of her spells **"Adfishio Potentia"** and while it seemed like it hit her straight on it didn't have any effect.

Sunny said "is that the best you got Cuz" and Antonio said "did she hurt you Sunny I'll thump her real good" and as Antonio was walking toward her just as Ben was about to transform Natsu rammed through another wall as if he couldn't just go through the same one that was made by his body that was sent flying before.

With his fist ignited he managed to punch Antonio the whole way across the room to where he was sliding up leaning against the wall dazed. Ben then took advantage of that and transformed into Humungosaur and looked at Natsu and said "want to tag team" and Natsu said "sure thing" and they both charged at Antonio who was just getting up and knocked him through the wall that he had been leaning against and therefore taking it outside.

Sunny was just watching Ben and Natsu knock Antonio outside and going out after him and must have noticed the bomb because she said "if this means so much to you I think I'll just take it." as her hair was pulling the bomb toward her only for Gwen to slice it off with a thin square of mana and said "would you grow up that thing could blow us all to bits."

Gwen however grabbed it and threw it up into the air and said "Kevin disarm it" and he jumped up and caught it and started running with it as if were a football. I heard him mumble "if this thing blows up I'm never speaking to any of them again" and he kept running with it. Gwen shot two transparent disks of Mana and Sunny only for her to apparently absorb them and say "really is that the best you can do."

She then formed a completely solid disk of mana and shot it at Gwen who just barely managed to dodge it in time. Gwen was managed to keep Sunny from hitting her with the mana hair and I noticed the mana shackles that Sunny had me and the rest of my friends in were tightening. Gwen had up a shield that was blocking all of Sunny's attempts to hit her with her Mana hair and Sunny said "face it Cuz you're outclassed.

Gwen said "right like you'd know anything about class" and Sunny said "I'm so sick of perfect cousin Gwen I'm going to smack that smug look off your pretty face." She once against said her Mana hair at Gwen who managed to put up a shield just in time however the force the hair was pounding against it caused it to shatter and throw Gwen right against a wall.

Another attack from Sunny who for a change was using an actually blast instead of her hair blasted Gwen out through a wall and then followed her out. It was then that I had an idea and I managed to get my head close enough to the mana shackles to knock my ID mask off and Grey said "what did you do that for" and I said "I can't use my ice powers with the ID mask on. I then shot a freezing blast at the Mana shackles only for nothing to happen and I said "okay that's different" and then I tried phasing through them which actually worked.

I quickly put my ID mask back on and then reached for one of the compartments in my suit and said "it's a good think that I always keep a mana disrupter with me" and then I pointed it at them and the mana shackles broke apart. we then ran outside and saw that Gwen had just shot another disk at Sunny only for her to shatter it into pieces.

Sunny then said "thinks she's too good to be an anodite that's what I heard" and then pinned Gwen down to the ground with her hair. She said "might have gone differently if you weren't so stuck you miss perfect princess" and Gwen was trying to get up from where the hair was pinning her. Sunny said "don't even try" and Gwen said "I'm not as powerful as you I'll give you that" and Sunny just chuckled at that.

Gwen then said "but Grandma Verdona on the other hand" and then another anodite appeared and Sunny had a look of fear on her face and said "Grandma no I'm not going back you can't make me" and she formed a transparent shield. Verdona said "oh do be quiet I'm so cross with you right now" and then the shield twisted into a bubble around Sunny and she was punching against it trying to get out of it.

Verdona then said more to herself "how an energy being ended up being so spoiled is beyond me" and then Ben and Natsu came up with the former holding Antonio over his shoulder and Ben said "Hi grandma." Verdona said "Hi Ben I'll take Antonio off your hands his parents must be worried sick" and she formed a bubble around the unconscious Antonio.

Kevin then walked up to us and said "bomb's disarmed" and then he noticed Verdona and said "hi scary Grandma" and Verdona said "don't lose your moxie Kevin" and Kevin said "sure thing" and then turned to Ben and said "what's moxie" and Verdona said "and how are you Gwendolyn" and Gwen said "thanks for coming" and Verdona said "any excuse to see my favorite grandchild" and Sunny shouted "HEY."

Verdona however ignored her and said "very clever of you to call me through the mana field your powers are developing nicely considering your lack of formal training." Gwen said "don't be too hard on Sunny she's a pain but she's still family" and Verdona then looked at me and said "I hope you'll overlook the events that happened here."

I said "I'll keep them off the books" and Verdona said "time to get these two home I'll let their parents sort out the drama. You could come with us" and Gwen said "we've had this discussion before" and Verdona said "And we'll have it again" before leaving with Sunny and Antonio. After they were gone Kevin turned to Gwen and said "your family is weird" and Gwen said "All families are weird."

Kevin said "uh huh your cousin left her skin on the floor of that particle accelerator" and Gwen said "it's a sliding scale" and Ben said "so back to solving the mystery of the killer robots from the 12th dimension" and Natsu said "we stopped them what's there left to solve."

 **Yet another chapter done in the next chapter we're going to be going over the events of the episode revenge of the swarm. Honestly I was thinking about skipping that episode however I thought hey I wonder how it would change with Mira as Ben's girlfriend in that episode instead of Julie turns out not much at all. Anyway until next time this is Diamondholder signing off.**


	12. revenge of the swarm

**Hello my fellow readers, writers, and people who have been enjoying this story and my others so far, I'm back with yet another new chapter. In this chapter we're going to be going over the events of the episode of Ben 10 ultimate alien called revenge of the swarm. However, the only main change in this story from the original show is that Mira is Ben's girlfriend instead of Julie.**

 **Now some of you may ask why I had her somewhat in it along in the chapter that went over both episodes of absolute power. The reason for that is quite a simple fact. The reason I had her in that is because she's a friend of Gwen's instead of having a romantic relationship with Ben. The last thing before we get on with this is I know it's never really revealed in ultimate alien but in omniverse there is a plumber's base under Max's shop.**

 **I'm also going to be having a secret plumber's base under a hotel so this idea I have can actually work and the hotel will be owned by the plumbers so it will be where the front door always says opening soon but the hotel itself will be the living quarters of the plumbers. Okay I've got nothing else to add at this point so without further ado let's get this show on the road.**

"Talking"

" _thought"_

" **Yelling/spell name"**

(author input, location change, time change)

Ben's P.O.V

Since we both agreed to take our relationship to the next level or moving in together Mira and I were sleeping in the personal quarters of the plumber's base which just happened to be a hotel. We were on the first floor and I woke up from something and just happened to look at the blinds and saw a shadow on them. When I got up to investigate Mira woke up and sleepily said "what's going on" and I said "just checking something out go back to sleep.

I glanced over and saw that she had fallen asleep again and I examined the curtains slightly and then after a moment I pulled them aside only to find that there was nothing there. I then closed the curtains and went back to bed and quickly fell asleep with Mira leaning right up next to me. after about an hour or so I heard a voice say "did you really think you could get rid of us that easily" and I woke up instantly and saw that it was Victor Validas.

I said "Validas what do you want" and Mira had picked that moment to wake up and said "who are you" and I said "I'll explain later" Validas said "this isn't about the microchips or even the queen and her hive we understand why you did that to us." I said "then what" and he said "we're here because of what you wanted to do to Elena" and I said "I don't know what you're talking about."

Validas said "don't lie to me Ben a father can tell" and then metal tentacles appeared from behind his back and I activated the Ultimatrix and transformed into Humungosaur and then I looked at my surrounding and saw that instead of increasing in size I actually decreased. he tried grabbing me only to have me manage to dodge a few of the tentacles before I dived under the pillow.

He however grabbed it and threw it aside and wrapped one of the tentacles around me and I looked around and saw that Mira was no longer there. I said "Validas please I never wanted to hurt Elena" and Validas said "we never said you wanted to hurt her" and then he morphed into a multicolor vortex and threw me into it.

As I was falling I managed to wake up from that weird dream and I noticed the pillow was on top of my head and when I removed it I looked over instantly to where Mira was in the dream and saw that she was still there sleeping peacefully and I released a sigh of relief. After getting out of the bed and going to the bathroom I decided to check the curtains again mainly because of the dream.

Instead of nothing being there Validas was actually there and just watching like a creeper would and I activated the Ultimatrix and transformed into cannonbolt and I saw Mira sit straight up in the bed right before I dove out the window and tackled Validas. He however wrapped the tentacles around my and held me in the air only for me to transform to Goop to escape them.

I then saw Mira in her Satan soul form leap out the window and I landed on top of Validas only for him to change into hundreds or maybe thousands of microchips and fly out from under me and escape down a storm drain. I ran over to it and looked down it and saw that there was a microchip still there from where he was and I grabbed it as Goop and transformed back and I saw out of the corner of my eye Mira turn back to her normal appearance.

Since all of the group were sleeping at plumber's headquarters these days I called Kevin and Gwen who were sleeping with Lisanna and Natsu respectively and Mira called Lucy, Grey, and Erza. They came into our room and I told them what had happened. "I must have saw his shadow on the curtain and that's what made me dream about him" and Grey said "if you ask me everything you just said sounds like a dream."

Gwen then said "I like the part where Humungosaur was really small I was reading about how dreams reveal what we're really afraid of." I said "it wasn't a dream well that part about being small was but" and Kevin said "sure keep telling yourself that bud." Lucy then said "from the very few reports of Validas the plumbers have on him Validas was cured a long time ago."

Kevin said "not to mention all those microchips got flushed when you destroyed the queen and her hive" and then I held the microchip that I found in the storm drain and said "really then what's this" and we all got more dressed and got into the cars with Mira, Erza, Natsu, and Happy, who was sleeping on Natsu's lap, in mine and the others in Kevin's car.

We drove to the lab where Validas used to work and I said "Everyone get ready" and Kevin absorbed the metal from a nearby pipe, Gwen formed mana disks, Mira transformed into her Satan soul form, Lisanna into her cat form, Grey placed his hands by his sides with mist forming from them, Natsu ignited his fists, Erza summoned a sword and requipped into an armor I had never seen, Lucy pulled out two of her keys and summoned Loke and Sagittarius, and I transformed into Terraspin.

I started running toward the door and smashed it down and the others followed through the hole that was created however I managed to knock over a bucket of water and I slipped and slid right in front of what I assumed was a janitor. Natsu held a flaming fist up and said "where's Validas" and the janitor held up his mop as if to defend himself and said in a think Russian accent "who are you."

Gwen said "we're just looking for Validas we don't want to hurt you" and Kevin said "speak for yourself Gwen" and broke the mop and said "where is he." The janitor said "6255 pleasant hills road" and Kevin said "what is that" and I said "a cemetery" and Gwen said "you mean he's" and the janitor said "was a big shock, one minute fine next minute pbbt, gone." Lisanna said "did you know him well" and the janitor said "a few years I help him with experiments nice man can't believe I'll never see him again." Kevin said "hold it Igor doesn't it seem a little coincidental that he would just suddenly drop dead after everything that happened."

The janitor said "anyone can die anytime even you smart guy" and Natsu looked like he was about to say something only for us to grab him and leave. We were driving through town and Kevin said "there's something I don't like about that janitor" and Grey said "yeah someone actually stood up to you besides us" and Kevin said "no it's something else."

Gwen said "does anyone know how to get to the cemetery" and I said "later we've got another stop to make" and we drove back to the plumber's base and got into the rustbucket three since we decided to stop storing it at an abandoned airstrip. We flew to the nearest plumber's station in space and a Galvan was the one who greeted us this time.

After leading us through the station he went to talk to some of his students and after a moment he came back over to us and said "where was I oh yes Elena one of our finest students. She would have made an excellent plumber someday" and Grey said "did she give any indication into why she was leaving" and the Galvan stopped next to a boxing ring when one of the people in had been knocked into the ropes around it.

He said the student "lead with the left Drax the left" and the student gave him a thumbs up and he returned his attention to us "Elena was shattered about her father's death couldn't focus on school. Gwen said "maybe she'll come back when she gets over it" and the Galvan said "I don't think so she went back to earth and took over his research on the alien microchips.

Nobody alive knows more about them then she does" and he led us into an office and walked over to a badge that was on the desk and tapped it a few times and said "I've just sent her new address to your badges" and as I was about to tell him that I appreciated him taking the time to talk to us he got back on the hoverboard thing he was on and flew into another room and said "not the Florine the chlorine.

After locating the new address for Elena we got out and Ben knocked on the door and it almost instantly opened and Elena said "Ben Tennyson" as if she were in shock and then hugged him. Ben gave her an awkward hug back. Kevin scoffed and said "yeah just friends" and Mira said "if I believe him then why can't you" and he said "because I know how his mind work because no offence intended I've been a member of this team longer than any of you."

Mira said "no offence taken because it's true but still try to trust him on this" and we all went in and it looked like a combination of a lab and a garage for fixing up the bike that I recognized as the one that she had when we faced off against the microchips the first time. She said "some of this came from my father's lab the rest I build myself" and I said "this is actually pretty incredible."

She said "well my dad set the bar pretty high" and then Gwen said "Elena are you sure you should be doing this" and she said "what studying the alien microchips how can I not." Gwen replied "you know how dangerous they are they can duplicate themselves, take over human bodies." Elena said "they can also solve most of the problems of the human race they can make bridges, roads, even whole cities.

And all anyone would have to do is think about what they really want and the chips would make it" and Kevin got a small smile on his face and then it turned into a frown. He said "not worth the risk" and Elena said "there is no risk watch" and she had a large claw grab one of them and opened the door to the containment unit and Gwen said "no don't" only for the chip to fly toward the doorway and be electrocuted from all sides causing it to be destroyed.

Elena said "a force field my failsafe device none of the chips can ever leave that compartment" and Kevin pulled the one that I found out of his pocket and said "oh yeah how do you explain this." After putting it under a microscope and looking for a few moments she said "it's not one of mine" and Gwen said "it has to be where else could it have come from."

I said "that's what we have to figure out and we need you to help us Elena you know more about these things than anyone else in he world" and Elena said "I would like to help but what I'm doing here is just too important" then a smile on her face appeared and said "maybe you can help me these could change the whole world you know."

Kevin said "yeah and these can change the whole world also and not in a good way" while taking the chip out of the microscope" and Gwen said "Ben's got to help us track down where these came from he doesn't have time to be a lab rat right Ben." Mira then said in a more forceful manner "right Ben" and I said "oh right" and while I was going off to do some more investigating on my own the rest of them decided that we'd like to go eat out and I dropped everyone off and then left.

Mira's P.O.V

After getting some food we went back to talking about the microchips and Gwen said "it's just too dangerous" and Kevin said "not really dangerous more like disappointing." Gwen said "I'm talking about Elena and the microchips" and he said "oh yeah those are dangerous" and I said "what exactly were you talking about" and he said "Elena and Ben."

I said "what exactly about them" and he said "they're both interesting in each other there's no denying it but she's going to be a problem she the kind of girl that makes guy think she cares about them. But once they start caring about her poof they're gone I've seen the type before lots of times." As he was about to take a bite of his burger he noticed a look from Gwen and said "I mean I've heard about them before from friends."

Just as we were about to discuss this further the figure that was at Ben's and my window earlier appeared out of the restaurant and destroyed the whole side we were on of the restaurant. Then more of the same figure appeared 3 more to be exact and while we tried to fight them they managed to grab us with tentacles two for each of them and held us all up.

Natsu said "I got this" and he puffed out his cheeks and chanted **"Fire dragon's roar"** however instead of effecting the real or clone I didn't know it was still standing. He said "oh come on" and the clone then threw him and he landed right near Ben's car that I saw just pull up slightly down the road. He started running toward us and transformed into waterhazard and punched the one that holding me and Gwen which forced it be knocked over and thus drop us.

However, before we could fall and get hurt he spray water under us with enough pressure to catch us before we actually hit the pavement. The clones then dropped the others which Grey made a small slide for them with his ice magic and the clones and original disappeared under a manhole cover. I walked up to him just as he changed back and said "he was willing to fight us but not you it doesn't make sense" and Kevin then said "something else doesn't make sense either.

We all got into the two cars and went to the cemetery that the janitor told us Validus was buried in and Kevin absorbed the stone from the grave once we found it and turned his hand into a shovel. He turned to Ben and said "if any of your aliens are good at digging now would be the time to use them" and he turned to us and said "the same goes for any of you."

Ben said "I'm still not convinced this is such a good plan" and Kevin said "how else are we going to prove he's not dead" and Gwen's eyes lit up magenta and said "there is someone down there and it's Victor Validas." A voice from the dark said "I could have told you that" and Natsu lit up his fist and said "come out or I'll start attacking."

Elena came out into the open and Ben said "Elena I thought you didn't want to help" and I said "but I thought you said your research was too important" and she said "friends are important too." We all got into the cars and went to Mr. Smoothie's and each got different flavor of smoothies and we all managed to take up 3 benches.

After we all sat down Gwen said to Elena "the question is why would these new chips take the form of your father" and Elena shrugged her shoulders and said "habit they know it from when they attacked us before." Ben said "but what do they want last time they took control of everyone and everything but now" and Kevin said "I know what they want to kill me" and Gwen said "and me."

I then said "they want to kill all of us with the exception of Ben" and Elena said "how so" and Ben said "it ran from me twice" and Elena said "maybe they're scared of all those aliens you have in that watch." Gwen said "then why wouldn't they be scared of the rest of us we're not exactly powerless" and Natsu said "I am my flames didn't even affect them."

Elena said "I'm a scientist not a detective" and Kevin said "well I'm going to go do some detective work coming" he said the last word forcefully. Ben said "I can't I've got a date" and I said "yeah speaking of which I'm going to go freshen up for the date" and I teleported away in a show of green energy. However just as I was about to go take a shower a whole bunch of the chips surrounded me and carried to wherever they were going.

Ben's P.O.V

I pulled up to burger shot and got out of the car and said "Has anyone seen Mira" and one of my classmates said "she just went around back." I said "Thanks" and started walking around back to find Mira only thing was that she wasn't there and I mused to myself "maybe she picked out a different restaurant" and I tried calling her phone only for it to go to voicemail automatically.

I then tried contacting her on her badge only for that to also go to voicemail and I looked down and saw another microchip and I knew instantly where I had to go. I pulled up to Elena's lab and started pounding on the door and when she opened the door I walked right in and started looking around and when she asked "what's wrong" and I said "I found another chip."

She put it under the microscope and after a few moments of typing she said "this isn't one of mine either" and since I didn't quite believe her I said "let me compare it to one of yours." She said "mine are all in-" and I said "they're the same aren't they" and then I got closer to her face "aren't they." She said "yes" and I said "you've learned how to control the chips and you've been trying to get rid of anyone that stood between you and me that's why they tried to kill everyone but wouldn't fight me."

She said "I did lie a little about the chips but none of the other stuff is true some of them got away before I put in the force field I didn't think they would do any harm." I said "you didn't think" and she said "I'm sorry I was selfish I didn't want to stop my work to go look for them you know how important this is to me and the world.

We can go now with what I've learned about them over the past few months it shouldn't take too long to find them and deactivate them okay" and she went to go get some tech stuff.

Mira's P.O.V

After waking up from the chips most likely knocking me out I could feel a pain in my head and when I tried to move my hands to rub that area I found they were stuck behind my back with some sort of cuffs. When I was about to talk to myself to figure out what was going on I felt something sticky on my mouth and then I tried to transform into my Satan soul form only for nothing to happen.

I thought to myself _"Great magic sealing handcuffs now how am I suppose to get out of here"_ and then I noticed a couple stacks of crates that were stacked precariously and I had an idea. I then heard Ben and Elena talking out there so I put my plan into action almost immediately and I started kicking the crates and while I was starting to make some progress on tipping them over I was silently praying that they wouldn't fall on me.

The top one fell off and I stopped and heard Ben said "you hear that" and Elena said "don't" and then to give him another clue I started kicking the crates again and another fell over and landed right beside me. I assumed he pinpointed where I was because then a deeper voice that somewhat still sounded like Elena said "we said don't."

Ben must have stopped because he said "it was you" and she said "us Ben us some of the chips hid inside me so the ones inside my father could be sacrificed. we built a false queen to mislead you" and Ben said "and I bought it" and then after a moment he said "They've been controlling you Elena you have to fight it."

She said "they haven't been controlling me they are me and I am them they give me everything I want they fulfil my deepest desires even the ones that I didn't know I had. She said "they could fulfil your deepest desires too you like your car wouldn't you like a few more" and I assumed that she made a copy of his car.

She then said "or something else anything else we can give it to you Ben" and after a moment I heard Ben say "make him go away Elena" and I assumed that she created another of her father. Elena said "I can't the chips want what I want and I can't stop wanting" and then I somehow managed to get on my feet which was surprising considering there were cuffs around them too.

I then threw my shoulder into the door trying to open it only to heard the rattling of chains and I thought to myself again _"of course it wouldn't be that easy."_ I then heard the beep of the Ultimatrix transforming Ben into something and that was confirmed when Ben called out **"Armodrillo"** and he must have knocked the clone away because I saw one of his hands burst through the door and then tear the door away and it broke into multiple pieces.

The one clone of Validas then turned into three and Ben slammed a hand down on the ground causing a small earthquake that sent them flying. Gwen and Kevin appeared in the doorway and the metal door of the warehouse or whatever we were in froze and then burst into multiple pieces and everyone else was there.

Kevin said "see I told you from now on you can call me sherlock Levin" and I thought _"if you refer to yourself as that again I'll started calling you dumbass"_ and while Kevin and Gwen were fighting one, Natsu, Grey, Erza and Lucy fighting another one, and Ben fighting the final one Lisanna ran over to me and made her hands into blade like appendages and broke the cuffs around my wrists and ankles and I ripped the tape that was over my mouth off.

Lisanna ran over to help Gwen and Kevin fight the one that they were fighting and I transformed into my Satan soul and was going to help Ben fight his only for him to be thrown and I said "Stop this now Elena" and she said "I can't." Ben got back up and said "then I'll have to stop you" and she said "we do like you Ben but not that much" and she formed her hand into a gun thing and shot a bunch of the chips at Ben which started climbing up into his mouth suffocating him.

I got right in her face and said "you better stop them from killing him or I'll have to take your life" and she said "as if you could" and instead of going thought with killing her I was hovering over Ben and started blasting the chips with dark erasers until I ran out of magic energy. My body dropped the Satan soul form and I was still trying to get them away from his mouth so he could at least breath.

I said "is this what you want" and she said "it must be" and I said "no whatever is left of Elena while I don't know her well couldn't want this" and as if in pain she said "Mira we can't stop" and I said "then you never really cared about Ben" and she said "we did I did" and I knew I was getting through to her. I said "isn't there still a small part of you left the real you that wants to stop this."

Instead of responding she just walked to the door and put in a code which caused the door to open and the other chips started flying toward it only to have them drop like flies. While I didn't really like her I said "Elena don't" and she just looked at me and smiled before walking into the force field which caused her to disintegrate however that caused the chips around Ben, and the multiple copies fighting everyone else to explode in a shower of the deactivated chips.

When he saw the chips that were the only remains of Elena he said "oh no" and I said "you know that wasn't Elena the chips got her a long time ago." He said "you're wrong there was enough of my friend there to save my life goodbye Elena" and we got into the cars and went back to the personal quarters of the plumber base.

 **Yet another chapter done in the next chapter we're going to be going over the events of the episode the creature from beyond. I know that at the end here Mira was kind of like Julie the was how she was pretty much helpless like that but if you think about it that's how every wizard from fairy tail is if you take away their magic unless they have good muscles.**

 **Until next time this is Diamondholder signing off.**


	13. the creature from beyond

**Hello my fellow readers, writers, and people who have been enjoying this story so far, I'm back with yet another new chapter. In this chapter we're going to be going over the events of the episode the creature from beyond and personally I'm liking this. The main reason is because in at least the second season I'm looking most forward to writing basic training which will be right after this one.**

 **I've got a few ideas for this chapter but if any not that much so without further ado let's get this show on the road.**

"Talking"

" _Thought"_

" **Yelling/spell name"**

(author's input, location change, time change)

Mira's P.O.V

All of us were in the cars heading to a mining area outside Bellwood since Natsu, Grey, Erza, Lucy, Lisanna, Gwen, and myself felt a ripple in what Gwen called the mana field only for us it was more like in a magical field. Ben just got in the back seat when we left so I took over driving his car while Kevin was driving his car.

Lucy, Natsu, Erza, and Happy were in the car with me and Ben while of course Grey, and Lisanna and Gwen were in Kevin's car. We stopped and since everyone else was asleep I woke Ben up and then the others and he said "I'm awake." I said "actually you were asleep" and he said "well yeah it's like 1 A.M. and I took a quick look at the clock that was in his car and said "actually it's 3 A.M the only reason I'm up is because we all felt some sort of ripple in magical energy."

He said "yeah I think I felt a ripple in our room so you all go investigate that magic stuff and I'll investigate our bed" and I glared at him which he must have senesc\ed since his eyes were closed. He said "fine" and I noticed Kevin, Gwen, Grey, and Lisanna getting out so I got out and asked why we were getting out here."

Kevin said "the gravel will chip my paint" and Lisanna said "you must be wide awake since your more worried about your car then getting down there quickly." After getting down into the area we went into a cave and after seeing what was in there which were multiple forever knight's weapons and armor Ben said "oh yeah that's some rippled magic right there" and Kevin picked up one of the helmets and said "forever knights threw a party" and Natsu said "why weren't we invited."

Lucy answered for him "oh I don't know maybe because we're not part of their order or whatever they have" and Natsu said "so what that doesn't mean we can't party just as hard as them." Everyone including myself facepalmed at his stupidity and Ben just knelt down and looked at the trail and said "with an uninvited guest."

A voice behind us said "a friend of yours no doubt" and Kevin cracked a joke "will you look at that it must be Monty python week" and Ben said "so which group are you guys with Urian, Patrick, the forever king." The forever knight leader said frauds and apostates the lot of them I am sir Cyrus and ours is the true path faithful to the ways of our founder the first knight."

Gwen the mumbled "another faction I'm going to have to start keeping notes" and I said "what tried to break into your vault" and the forever knight said "to the best of our knowledge you did." The one who wasn't decked out in forever knight armor completely said "sire actually" and the sire said "silence squire your king speaks."

Natsu said "you really think we did this if you had bothered to read any of the reports that you mentioned when you said something about knowledge this isn't our style." Grey then added "seriously I hate to agree with ash breath there but fairy tail mages aren't really known for making small holes while it's unintentional most of the time we break stuff down completely."

The king as he called himself said "two of my men are missing and now you're here so you're going to tell us where you took them even if it's with your last breath." As the two decked out completely in armor started shooting as us Grey called out **"ice make: shield"** which was preventing the shots from getting through.

He called out from the side of the shield "you're going to have to do better than that to get through ice created by an ice mage" and Gwen formed a mana shield behind the ice shield which had just shattered and pushed her way forward and knocked the knights over. The helmet fell off of one and Kevin grabbed it and absorbed which covered his whole body and one of the standing knights was shooting at him.

He walked over calmly and grabbed the gun and threw it behind him and grabbed the knight by their neck guard and said "wasting your ammo dude I'm wearing your armor" and then threw him into the cave wall. As the knight was getting away from the wall Natsu charged at him with flaming fists and punched him as hard as he could which knocked out the knight.

The king managed to get behind us and then pointed his blaster at both of us and said "nobody moves or the changeling and girl get it" and then he addressed us and said "raise your hands above your heads." We both said in unison "if you say so" and I changed into my Satan soul form and Ben activated the Omnitrix and transformed into Humungosaur.

Half way through saying Humungosaur's name he hit his head on the drill thing and said "ow" and as he advanced on the king he said "stay back" and pointed his gun at Ben. He said "dude it's the middle of the night, I just hit my head, and you are really annoying me" and the king as he called himself said "hold fire" and Kevin who was still holding one of the knights said "hey wake up we've stopped fighting."

Ben and I transformed back into our normal states and he handed the blaster back to the king and said "we've got a situation here which by the way you caused. If you want to help fix it great it not then stay out of our way" and the squire walked up and stood beside the king. He said "sire if I may be so bold these people didn't cause the accident it was sir Reginald he tried to open it with a laser drill and there was an explosion."

The king said "then for now we shall declare a truce" and Lisanna said "who created this seal anyway" and the squire said "the first knight forged the sacred seal 17 centuries ago as to why well I was trying to translate the inscriptions but I didn't finish in time." Gwen said "maybe I could help Gwen" and the squire took her hand and said "sir Reginald's squire well I was."

Natsu said "okay sir Reginald's squire do you have an explaination to what happened here" and the squire said "perhaps the laser struck an explosive on the other side of the seal." Lucy went over and looked at the hole and said "that tracks it looks like it was cracked from the inside." The king said "so the explosion took down my knights is that happened squire."

The squire said "I don't know when the energy began to build up I uh ran" and I said "so wait even though I has your symbol on it you have no idea what's inside." The king said "any records were long since lost to time" the squire said "sir Reginald thought it was weapon's cache filled with captured alien technology."

Gwen scanned it with her powers and said "I don't think this is about technology this seal is infused with magic" and the king said "preposterous a forever knight would never use magic." Grey said "Well one of them must have because even I can feel it" and then one of the forever knights whispered something to the king.

The king said "police are reporting that several locals have gone missing after a blinding light" and Natsu said "okay lets go hit whatever it causing these disappearances." Gwen said "maybe I should stay here with Winston to try to decipher those inscriptions" and Natsu said "no way that's a bad idea. Specially if it's with a guy like that" and when Gwen crossed her arms and said "really you're being jealous."

Natsu who was blushing said "no it's just that I don't quite trust the knights for all we know they could be trying to get us on our own and then try to kill us that way. Not to mention we'll need all the fire power we have to fight whatever it is that we're going to be fighting." Gwen said "Really the dangerous bright light" and Natsu said "if that is what we have to fight then so be it" and Grey said "you really are an idiot."

We all got in the cars with Kevin, Lisanna, grey, and Erza in Kevin's car and Ben, Me, Gwen and Natsu, Lucy, and of course happy in Ben's car. Gwen turned to Natsu and said "that was so rude" and he said "to who squire whiffle" and Gwen said "Winston" and Natsu said "not only is he not important enough to remember his name but I'm bad at remembering names."

Happy said "aye when Natsu tries to think about anything for too long he get's a headache in fact he almost hurt himself trying to think once." Natsu said "Happy don't mention that" and Gwen said "don't worry I knew that thinking wasn't your strong suit" and he said "I don't know what you mean by that" and I said "she's saying that she sees something else in you since it's not your intellect."

Natsu then said to me "you want to fight" and Ben then said "the only way you'll get to fight her is if you get past me" and he said "okay then let's go" and Mira said "I'm going to turn down the challenge anyway." I saw that knights stop on the side of the road and said "I wonder why they're stopping" and we pulled over to the side of the road and all got out."

When we were standing on either sides of an alleyway the king said "our scanners have detected an alien lifeform" and Ben rolled his sleeve up slightly and said "huh my Ultimatrix isn't interested." We all went down the alleyway and quite frankly nothing could have prepared me for what exactly it was that I saw.

There was grey and pale blue creature with what appeared to be no eyes and 8 sharp red teeth and Ben said "I haven't beat anybody up in about 20 minutes if you don't let that policeman go right now that's going to change." The creature just hissed or what I assumed was hissed at us and the king who was in front of us ordered his subordinates "fire" and Natsu shouted **"No."**

As the knights started firing their weapons at the creature Gwen put up a shield in front of it to block the laser blasts and Ben turned into Swampfire and threw seeds at the ground below the knights. The seeds sprouted vines that stole the knight's blaster and took them down beneath the ground and the king turned around and pointed his blaster at us only for Natsu to puff out his cheeks and shoot a concentrated fire breath at the blaster melting it.

Natsu said "when I saw no I mean no" and Grey said "for once I agree with charcoal breath you could have hit that guy" and the king said "he's as good as dead already." Gwen and I ran over to the creature and as it shot a laser beam at us from the teeth Gwen and me joined hands and created a strong shield that broke only when we were a few inches away from the creature.

Gwen shot some mana blasts at it which caused it to reel back and as she was shooting the creature I was trying to wake up the policeman. However that wasn't needed as his eyes opened only for them to be green completely and he held me by the shoulders and said "a fresh mind for the feast" and creature extended two tentacles from the top of it's body and they went on either side of my head."

Ben's P.O.V

As the creature attached those tentacles I guess they were to Mira's head she shrieked in pain for a moment before saying "how may I serve the great one." I was too stunned at what happened to her but Kevin and Natsu seemed to have that covered since Kevin absorbed metal probably from the dumpster near us and Natsu ignited his fists and they charged at the creature.

Kevin was hitting it across the face I guess it was and Natsu punched it in the stomach area which caused it to release it's hold on Mira. The creature and Kevin faced off and Mira said "don't let it touch you" only for the creature to shoot out two of the sets of tentacles and they missed Kevin and Natsu by a small margin only for them to turn completely around in the air and attached to their heads that way.

After a moment of both Kevin and Natsu grunting it released its hold on them and hissed as if it weren't pleased that it couldn't control them. As Kevin was about to attack it I started shooting fireballs at it which seemed to be harming it slightly. After a final one it started charging at me only to swerve around dodging my fireballs that I was shooting at it and rammed into the king, knocking him into a wall.

Then it grabbed Winston and I transformed back and said "this is not going to go over well" and as the king was helping up one of his knights that the creature knocked down all of us went over to Mira and I asked "are you" only to be cut off by her. "Lousy thanks did you notice" and I finished "that the creepy crawly couldn't control Kevin or Natsu yeah."

We turned our attention to the king who was trying to find Winston "Squire Winston where are you" and I noticed his bag on the ground. I said "he's gone that creature grabbed him" and Mira said "it called itself the lucubra" and the king said "by whatever name the evil has taken my man and it's your fault" and I said "instead of assigning blame we should be trying to find the creature so your man has a chance of actually surviving."

We were all sitting on the hood or leaning up against my car with Mira and me being one of the two sitting on it. Mira said "it was awful I could feel it fishing around" and I said "for what" and Mira said "before it could find whatever it was looking for Natsu and Kevin's attack broke the connection" and Kevin said "you're welcome" and Mira said "I know right I feel like driving my brain through a car wash."

Natsu said "if you feel like doing it then just do it" and we all facepalmed at his stupidity and Grey said "I know it's a new concept for you ash breath but most people with the main exception obviously being you need their brain to stay alive." Natsu said "what did you just say stripper" and I said "basically he's calling you stupid" and then the king started walked up to us.

No trace of the beast if you 9 hadn't interfered" and I said "you three would be in jail for shooting a cop and the lucubra would still have your squire." The king turned away and said "you don't know that" and started walking back to their flying bike things and Mira grabbed him by the arm. Sure we do this way the innocent policeman gets go to home to his family tonight and we still have a chance to catch the bad guy."

Gwen said "which would be a lot easier if we knew more about the seal that your knights found" and the king held up his hand which was grasping the bag. He said "here's the lad's rucksack it has pictures and all his notes" and Lisanna said "We'll try our best" and the king said "I'm sure you will sorceress." I then said "how about you take the north side of the city we'll take the south anybody runs into the lucubra we let the other know" and the king said "Agreed."

Kevin the stopped him and said "and nobody moves in until we're all there" and the king said "if my squire is in danger then I will do whatever needs be done." I transformed into Chromastone and flew off to get an aerial view of the city and I noticed Happy flying beside me. I turned to him and said "any reason you're with me instead of Natsu at this moment" and he said "aye if you miss something that could be something I might spot it."

I said "okay then" and then to Gwen, Mira, and Lisanna through the communicator in my watch and said "any luck with those papers." Mira said "Winston's notes are pretty useless they're mostly about this first knight guy forging that seal 1300 years ago they're apparently pretty high on that. Unfortunately, Winston couldn't read the ruins properly he really thought it was cache of captured alien technology."

I said "but it was a monster jail and this first knight trapped it in there" and Kevin said "and they opened the door and let it out." Gwen said "I don't think it was vault door I think it was mystic seal to prevent a demon from crossing between two words." Kevin said in disbelief "a demon" and Gwen said "the lucubra from another dimension" and I said "good we know where to send it back if we can find it."

Kevin said "that all belongs to Winston maybe someone could track him" and Mira said "maybe" and she lit her eyes up in yellow energy and went silent for a moment. Kevin said "did you find him" and Mira said "I think I accidently connected with the lucubra I think I saw it escape through the seal." I said "but no Winston" and Mira said "oh I found him too intersection of Roeper and Hawthrone get here quick."

I said "I'll meet you there" and I turned off the communicator and turned to Happy and said "can you keep up" and Happy just responded with "Aye sir" and we flew toward where Mira said that the creature was.

Mira's P.O.V

We all got out of the two cars after pulling up right next to a warehouse that was surrounded by a fence and as we were leaning against the fence Ben and Happy landed and ben changed back. Gwen said "I guess we should let the knights know where we are" and Kevin said "seriously" and I said "well we did say we would."

Kevin then said "yeah but you didn't say when" and Ben said "good point we'll call them when it's all over" and Gwen said "you two should be in politics" and I said "yeah I know some of the people from the magic council that you two could give a run for their money in." Gwen then created a sphere of mana which shot the fence apart and Grey said "seriously you couldn't just levitate us with a platform of that mana stuff."

She said "I could have but I've always wanted to destroy something" and when we all looked at her blankly she said "hey if you guys can destroy stuff so can I" and Natsu said "Welcome to the destruction club." We all ran across the parking lot that was there for some reason and got right against the building and Ben said "there's never a way in when you need one" and Kevin absorbed the metal from the door we were by and he said "I can fix that."

Erza said "let's not go straight for the breaking and entering option" and Kevin dispersed the metal around his hand and Gwen made narrow platforms leading to one of the top windows. As we were getting up them the ones behind us were disappearing while the one at the very top of the makeshift staircase started expanding.

When we looked in we saw the cop, the squire, and two people in forever knight armor that I didn't recognize so I assumed they were the ones that the king blamed us for making disappear at first. Kevin said "that is so wrong" and Ben said "let's get in there" and then everything went black.

Ben's P.O.V

Erza knelt down next to Mira and said "are you okay" and I said "of course she's not she's not complaining about how disgusting Goop is." Mira placed her hands on either side of her head and said "the lucubra was in my head again it feeds off of people's thoughts." Natsu punched an open hand and said "let's see what energy it can get from this" and Gwen said "then it want energy from the parietal lobe the part of your brain you use when you pray or meditate."

Lucy said "so it gets it's lunch when someone is calm and relaxed" and Mira said "until there's nothing left" and Grey said "then I think we all know who to send in to take it out." Natsu said "whose that" and we all again facepalmed at his stupidity and we all said in unison "you" and he said in an angry way "hey I'm more relaxed and calm than anyone."

I said "okay we need to go save those people now" and Erza said "only Mira stays here" and Mira said "what do you mean I can fight that thing." Instead of leaving the explaination to Erza who was always rather blunt with her answers I took over for Erza. "I know that you can but it already got to you twice" and she said "but I managed to force it out" and I said "what if next time you can't like three strikes and you're out for good."

Mira said "I can take care of myself" and I said "I know you can but none of us least of all me can afford to lose you." She started stuttering and then turned to Lucy and said "help me out here" and Lucy said "how about you go around back and if we get into trouble but only if you jump in" and she said "okay" and started walking around the warehouse.

When I figured she was out of earshot Grey said "I still don't think she should be in on this" and I said "neither do I so that's why we're going to finish this fast" and I transformed into Armodrillo. Natsu punched his way through the door while Lucy got out two keys, Grey got into his ice making stance, Lisanna turned into her cat takeover form, Erza prepared two swords and got into her heaven's wheel armor.

The lucubra released its tentacles on the people that were there and they came as us as if they were completely under its control. I said "nobody hurt them" and as they ganged up on Kevin and Grey Kevin said "I am considering it" and Natsu made a charge for the lucubra and called out **"Fire dragon's iron fist"** and punched it back a bit and then called out another attack **"fire dragon's roar"** which it backed away from but Natsu managed to hit it by following it with the roar.

Mira's P.O.V

I heard what was going on in there and I said "okay I'm done with waiting" and the forever knights were behind me and said "so are we" and I turned to face them and the two wearing helmets were aiming their blasters at me. the king said "let them weaken the creature then we can attack in force" and I said "I'm going to help my friends and boyfriend."

The king said "you'll have to get past us first" and I said "I was hoping you would say that" and I jumped over them and changed into my Satan soul form in midair before landing behind them. I charged up the demon energy in my hand and called out my attack **"Dark eraser"** which sent them flying through the wall and knocking the door down."

The first thing I saw when I had knocked the forever knights through the wall was that Kevin was struggling against the mind-controlled people and Ben then noticed at that point and said "Mira get out of here." Before I would even think about it the lucubra growled at me and then everything went black for a moment before I regained my consciousness."

Ben had transformed into NRG and I could only assume that he blasted the lucubra which broke the connection again and then the lucubra jumped at him attempting to knock him to the ground. however, unfortunately for the lucubra he managed to throw it away from him and Lisanna said "Are you good" and Ben said "yeah just like Kevin was when he was wrapped in metal."

Kevin must have gotten a hint because after a moment I felt metal hands on my head and after a moment I felt a helmet thing and he said "tinfoil hat keeps them from controlling your mind" and I said "Really you go for that line" and he said "what it's a classic line." Gwen must have figured out what to do since she said "Ben I need a hole a deep one."

Ben then climbed on some crates and as the lucubra was going to charge at him again he shot it with a strong radiation blast which created a deep crater and he said "how's that." Gwen instead of responding put her hands together and pulled them apart and created another seal and pretty much locked that thing up again.

The people that were being controlled by the lucubra all fell unconscious the moment it was sealed away again and Kevin opened the eye of one of the forever knights and said "they're ok." The squire was surprisingly the first to rise and Gwen said "Steady there squire" and he said "I tried to fight it." Natsu said "good for you now why don't you go buy a cookie or something."

Instead of seemingly oblivious to Natsu's jealousy he snarked back "we call them biscuits" and the forever knights that I blasted through the wall must have regained consciousness because the king said "Squire Winston step away from the alien scum." As Winston back away, Ben said "I think he's talking about us" and I said "really what gave it away."

Kevin said "after all that we've meant to each other" and the king turned to Gwen and said "did you destroy the beast" and she said "I sent back where it came from." Natsu said "you got a problem with that" and he said "no for now our work is done and our truce remains in force." I said "except for that part out back where you ambushed me" and he said "a minor misunderstanding.

But take heed when we next meet" and Ben cut him off "yeah, we'll know your righteous vengeance blah, blah, blah can we call it a night I need some sleep." We all got into the cars and drove back to Plumber's headquarters.

 **Yet another chapter done in the next chapter we're going to be going over the events of the episode basic training. Also I'm just going to be saying it know as well as in the future chapters I'm going to be skipping two episodes in the next 5 of them for the simple fact that there would basically be no difference.**

 **The two episodes I'm skipping are it's not easy being Gwen since it's Gwen focused episode and therefore there would be no change and the other one is moon struck since it's basically just a flashback episode. Until next time this is Diamondholder signing off.**


	14. basic training

**Hello my fellow readers, writers, and people who have been enjoying this story so far, I'm back with yet another new chapter. In this chapter we're going to be going over the events of the episode basic training which I already have an idea for that. Lucy's attitude will be exactly like Hulka's in this story so expect a drastic change from what you know of her already. Okay don't have anything else to add so without further ado let's get this show on the road.**

"talking"

" _Thought"_

" **Yelling/spell name"**

(author's input, location change, time change)

Mira's P.O.V

We had just stopped Trombipulor from stealing a large shipment of peanuts which he kept calling the sacred power or whatever. After getting the energy cuffs on him kevin said "how are the energy cuffs dumbbozo comfortable" and he just said something in his language that Gwen obvious understood or I think she did.

She said "his name's Trombipulor" and Kevin said "whatever I forgot" and Ben who had just transformed back from ultimate echo echo said "he wouldn't." Trombipulor must have said something about the joke because Ben retorted "it was too funny anyway your rides here." A plumber ship then put a light on him before it landed and when the guys got off the ship Gwen said "he's wanted for level 3 weapons-dealing he all yours officer."

I said "aren't we technically officers as well" Lisanna said "technically we're just cadets at this point" and then the plumber who we handed Trombipulor off to said "Tennyson, Tennyson, Levin, Strauss, Strauss, Dragneel, Fullbuster, and scarlet right." Without waiting for a response he held his badge out to us and it sent something toward us and it appeared as writing in a language that at least I couldn't read.

Judging by the looks on everyone's faces they couldn't read it either and Kevin said "that doesn't look like a medal" and Lisanna just elbowed him in the chest and he said "what." Gwen could obviously read it and read it out loud "because you received your plumber commendations during a field engagement your required training is incomplete please report to academy 2814 for field certification courses."

Ben said "wait we have to go to school" and after packing a bag each we got on a ship heading for the academy and Ben said "what's the plumber academy going to teach us anyway it's not like we haven't saved the whole entire universe." Natsu who was slowly getting over his motion sickness said "doesn't anyone notice we're missing someone" and we all looked around.

I said "we're missing Lucy in fact I haven't seen her for at least a week I was told that she had a solo mission" and Ben said "well she is a magister so that means she's already completed this stuff." Kevin said "cool it Tennyson if this is what we have to do to keep our badges then this is what we're going to do."

The only person who wasn't part of our group heard Kevin and said "Tennyson you're Ben Tennyson hero of the highbreed wars conqurer of Vilgax" and Ben said "yeah hi" and Grey said "cool it kid he doesn't need his ego inflated any more than it already is." The guy said "it is because of you that I go to plumber's academy my name's Tack" and he extended his neck and touched his forehead to Ben's.

Ben said "uh what are you doing" and Tack said "greeting you reverentially" and Ben said "I thought it was really slow headbutt" and Tack said "head butt" and looked at his butt. Gwen was on a laptop and said "this is awesome look at the classes we get to take weapons and tactics, interstellar law, cultural sensitivity" and Kevin said "you started strong but then you lost me."

Gwen then said "starship maintenance" and he looked interested again and Ben said "and you got him right back" and Kevin said "I wouldn't mind learning about the foldspace engines they're putting in the new cruisers." Ben said "classes too much like school" and Tack said "this is like no school any of us have ever attended."

I heard that our drill instructor is the meanest toughest plumber in the service" and Ben said "except for my grandpa" and Tack said "with all due respect to your grandfather, Magister Heartfilia is the most decorated officer in plumber history, and she expects no less the excellence from her students." Tack then added on "but obviously she's never had a pupil like the great Ben Tennyson" and Gwen said "obviously" and I said "we all actually know her.

Maybe she puts on this mean persona when teaching but she's really nice if you know her outside of the force" as the ship docked in the docking bay and we got out we instantly got into a hallway. Gwen pulled out her badge and said "I think our barracks are this way" and when she tried to pull up a map of the base she just got a beep in response and said "I can't get a signal."

Tack said "plumber's badges don't work on campus it's against the rules to use them" and Gwen said "oh" and put it in her pocket quickly. Ben said "good thing they're not grading on following directions huh Tack" and he cracked up and said "you are funny Ben Tennyson." However, that was the wrong thing to do since he bumped into one of the cadets in a red suit" and the guy turned around and said "eyes forward you larval dipteroid."

Ben said "did cadet no-neck just call my new buddy a" and Kevin interrupted and said "a maggot yeah insulting" and Gwen said "technically he implied that he was a space maggot so there's that." He said "Are you plebes giving me attitude" and Tack said "no that's Ben Tennyson he's new here but he's hardly a lowly plebe" however he got cut off when the guy gave him a shove."

He said "I don't care who he is I'm senior cadet Brannigan commander of alpha squad you are a larval dipteroid who's here to learn plumber works so shut it" and Ben tried to be civil. "we got off to a bad start how about I buy you and Tack whatever passes for a smoothie here an we all start over." Brannigan said "there's been a null void breakout.

So, magister Heartfilia wants all new recruits in their bunks and accounted for you don't want to make her and me mad on the same day. Do we understand each other larval dipteroid" and Erza said "oh bad idea" and Natsu came forth with his fists blazing. Ben said "Brannigan you just bought yourself a nose full of Humungosaur" and Natsu said "along with a fire dragon's iron fist."

However before Ben could transform and Natsu could act rashly Kevin grabbed Ben's hand stopping him from slamming down the face plate and Erza punched Natsu on the head knocking him out." Kevin said "we're going Tennyson you're not getting us thrown out of here on the first day" and since the hit to Natsu's head knocked him out Erza flung him over her shoulder while Grey grabbed his bag."

Ben said "wait your holding me back" and as we were walking away I heard Brannigan say "anytime any place" and after about 10 minutes of walking we got to the barracks. As we got in Ben did a very bad imitation of Brannigan "oh I'm in alpha squadron look at me I should have gone all Armodrillo on him no fourarms."

I said "you should have just walked away which you did thanks to Kevin" and Ben said "yeah thanks for having my back Kevin" and he said "keeping your plumber's badge may not matter to you but it does to me." the door opened and Lucy was standing there and said "you ladies settling in okay" and I said "hey Lucy."

She said "while I do know what all of you have done before coming here you are all larval dipteroids none of you are fit to shine my boots but maybe just maybe if you shut your hole and learn everything I teach you, you might become a plumber any questions" and Gwen said "I was thinking maybe we could help with the null void break out" and Lucy said "thinking did I order you to think" and Gwen said "No ma'am."

Lucy then said "then your mind is a blank slate much like Natsu's is that clear" and Gwen said "yes ma'am" and Lucy said "listen up this is the plumber academy you're here to learn how to do your job not help me do mine. So, while you are under my instruction you will study hard, shoot straight, fight to win, and above all follow orders got it."

Everyone including me with the exception of Ben said "yes ma'am" and she said "I can't hear you" while shifting her eyes over to Ben. I ran over to him and whispered something to him that made him say "Yes ma'am when the rest of did again." She seemed satisfied and said "report to me at the firing range at 0500 every second you are late will be an eternity of suffering."

She left and Gwen came over to me and whispered "what did you say to Ben to make him cooperate with Lucy in this case" and she said "basically I said that when we got back to earth that he wouldn't see any skin that he likes seeing for a month." Gwen then said "okay I'm sorry I asked" and she walked away while probably trying to get the mental image I accidently just put in her head.

Ben than said "she really needs to cut back on the caffeine" when she was out of ear shot and we all went to the built in bathrooms and changed into plumber's standard issue suits with the exception of Erza since she just had to Requip into hers. After managing to find our way to the firing range Lucy said "where have you all been" and Erza said "we had some trouble finding the firing range."

Instead of responding Lucy said "well don't just stand there get to your booths" and we all went and got to them. After gathering 9 of the blasters we were working on and placing one in front of each of us with the exception of me who was at the end of the line of booths she said "this is a top of the line Mach 12 techadorian multiblaster" and Kevin just whistled in amazement.

Lucy then said "it is capable of delivering a maximum power blast of 3 petawatts" and Kevin just whistled in amazement again." She then started dissembling them and continued "you will learn how to assemble it blindfolding with one arm behind your back. You will keep it cleaned and maintained used properly it will save your life and the lives of those you have sworn to protect.

A plumber's blaster is his or her one and only best friend" and Ben whispered "hello old friend" and after Tack started laughing at that Lucy was in his face and shoved a piece of the blaster into his hands and said "your best and only friend is in pieces assemble your best friend go go go." After most of us were getting the blasters assembled I noticed Tack's power pack going under the cabinets and Ben must have noticed it as well.

Considering he walked over to where Tack was trying to lift the cabinet and then after a quick look around he activated the Ultimatrix and transformed into Fourarms. Ben then lifted up the cabinet and after Tack grabbed his power pack he went back to assembling his blaster with a quick thank you to Ben and Ben put the cabinet down.

The cabinet was obviously obstructing his view to his side since Lucy was standing right there and after he put it down she said "what do you think your doing." He said "helping my squadmate ma'am his power pack fell under the" only to be cut off "did you read your general orders in your orientation material on your flight in."

Ben said "skimmed them ma'am" and she said "this is a learning facility there is to be no use of powers during training none you should know that." He transformed back and said "I have bad reading habits ma'am" and he went back to assembling his blaster. After all of our blasters were assembled Lucy then had the targets move toward us and while Gwen and Kevin were doing pretty well with their shooting the rest of us were slightly worse.

I managed to hit the target but none of the areas in a red bullseye the same with Erza, Grey, and Lisanna, while Natsu and ben were completely missing or hitting the edge of the target. Ben then obviously fed up with the blaster transformed into swampfire and burned the target and Natsu just sent a fire dragon's roar at it which metaled them both.

When they both had completely destroyed their targets they then noticed that Lucy was right beside them and Ben then weakly said "ma'am" and Natsu was saluting since even he knew when it was time to get serious. Ben transformed back and said "I should probably practice with the blaster more huh I'll go do that" and Natsu grabbed his blaster and walked away with Ben.

After a week of classes, we were all standing in a large open area of the base Lucy was there and said "the trick to using fusion grenades is to reverse the polarity of the magno-catch so instead of being attracted to your hand it repels" and of course Tack was the first one to try. Lucy said "you first Cadet" and he activated the grenade and tried throwing it only for it to stay attached.

She said "what the glitch we've been studying this all week reverse polarity and get rid of it" and Tack while trying to pull it off said "it won't come off" and Lucy while pulling with her full strength said "it's on overload" and when we all went toward them to try to help she said "Get back that's an order" and then the grenade exploded.

Since I knew Ben he had transformed into something fast enough to save both Tack and Lucy and when the smoke cleared it was proven right when he appeared around the area in a blur and stopped in front of us as fasttrack. After Ben had let go of Lucy and Tack, Tack said "wow you saved us you really are the greatest plumber ever."

Lucy then got in Ben's face and said "he's a larval dipteroid he disobeyed orders" and Ben transformed back and said "I was supposed to let the grenade get you." She said "you were supposed to do what I tell you you'd know that if you were ever listening in class" and both Ben and Lucy were glaring at each other.

Gwen broke the tension and said "you don't think this was an accident do you ma'am Tack's glove was tampered with to stay magnetized." Grey said "I get it this is some sort of test to get us to solve the mystery isn't it" and Gwen said "this is no test someone want's to hurt Tack" and Tack said "uh who would want to hurt me."

Ben said "Get real guys it was just a bad grenade" and Kevin said "what the magna-lock was bad and it was set to overload instead of stun she's right" and Lucy said "get back to you barracks." Erza said "someone's out to get you aren't they Lucy or you wouldn't let Tack out of your sight" and I saw something that I thought I would never see.

Lucy got in Erza's face and said slowly "mind your own business" and Erza looked ready to summon a sword to attack Lucy but was held back by Natsu. After getting back to the barracks and sitting around for a few hours we decided to change out of our plumber suits and into the academy regulated uniform which consisted of shorts and tank tops.

I was once again reminded why I stopped wearing tank tops since I hit puberty which was because of the simple fact that it was hard to stop my boobs from poking out through the sides of the tank top. Ben was for some reason trying different hair styles and Tack was copying them for some reason and Lisanna said "someone tampered with that grenade and Lucy knows who it was."

Ben had finally stopped trying different hair styles and went with his default one and said "she doesn't want our help let's take the night off explore a little. We've been stuck in these barracks all week" and Kevin who was reading the plumber handbook stopped for a moment and said "the whole place is on lockdown breaking curfew is against orders" and Ben in a shocked voice said "it's like I don't even know you anymore."

Kevin sat up and placed the handbook beside him and said "being a plumber isn't something you mess around with if you mess this up you and I are going to get into it." Ben ignored that threat and said "come on Tack let's see what this place is about we'll bring you a souvenir" however at that point Tack seemed kind of reluctant and said "uh yeah I don't think this is such a" however before he could finish Ben pulled him along with him.

Since I stayed awake waiting for Ben to get back to scold him for disobeying orders again I heard when him and Tack got back which was about 5 in the morning. Tack must have hit the edge of his bed with his leg because he said "ow" and Ben said "shh" and Tack said "I can't help it I'm exhausted" and Ben said "relax we get to sleep in until 0800 tomorrow" and I thought _"That's only 3 hours away."_

Just as he and Tack had settled in their bed the door opened and I saw the faint outline of Lucy and after a moment she threw a metal trash can into the room waking everyone up. She said "on your feet cadets" and everyone quickly got out of the bed and stood waiting for a command. Well everyone except Ben and Lucy noticed this as well and just walked over to the side of his ben and tipped it on it's side thus making Ben fall out of it.

She simply said "late night" and I heard him mumble "how did she know" and Lucy said "full gear and ready for dust off in 10 minutes. Your inability to follow orders yesterday and last night have bought you a combat exercise" and Gwen said "nice" and Kevin said "way to go Tennyson." We all got our gear on over our sleeping and downtime clothes and went to where Lucy would be waiting since we were given a tour of most of the facility."

As we got to where the combat exercise was Lucy was explaining the whole scenario "you are the plumber's on duty, Alpha squadron has taken a hostage, your goal is to rescue that hostage using your plumber training and not your powers. All multiblaster are set on stun go" and Alpha started shooting their blasters the instant Lucy said go but they were all missing us surprisingly.

As we all took cover behind a rock formation large enough to hide all of us one of the blasts almost hit my helmet and Grey said "they may be jerks but they're good" and Ben said "not as good as us." Gwen said "no Ben we can't use your powers we're going to do this the right way" and Tack said "what is the right way."

Gwen thought it through for a second and said "Kevin advance to that boulder I'll cover you then I'll advance while Lisanna covers me, then Lisanna is covered by Erza, Erza is covered by Grey, Grey is covered by Natsu, Natsu is covered by Tack and Tack is covered by Mira and Mira is covered by Ben." Ben said "who am I covered by" and Gwen said "you stay here as backup" and he said "why" and Kevin said "because you're a lousy shot" and Gwen said "no offence.

The plan went into action and was going good and Ben obviously wasn't having the same thoughts since we were all able to hear each other through the built in communication system into the suits. Ben said "or I go big chill, phase through the ground and come out behind them" and then he said "I hate this" in an agitated voice.

Since we were going in pairs of 2 first pair were Kevin and Lisanna but they were in a sense captured by one of the members of alpha squadron and were being led somewhere at gun-point. I though to myself _"good thing they're guns are set to stun only"_ and then the next pair to go were Natsu and Gwen however they were quickly captured as well.

The next pair were Grey and Erza but they were captured as well by an alpha taking the high ground and then when Tack and I went in Tack was elbowed in the helmet which sent him falling to the ground. The alpha that did that pointed their gun at me which since it would be real danger if this weren't a training exercise I dropped the gun that I was holding.

I heard Ben say "okay that's it" and he charged out from the boulder that we were initially hiding behind and was firing his blaster and Lucy said "alpha what's the matter with you take him down" and Brannigan started shooting at him and when one of the ones that were leading us wherever they were went to help Brannigan handle Ben Kevin said "is anyone else going to handle these clowns or should I."

Gwen tripped up one of them with her martial arts skills and Kevin just grabbed the blaster of the other one and punched them which thankfully for their sake didn't break the helmet. They were holding the blasters and Kevin said "don't blame yourselves she's devious" and Ben had done a roll which caused him to grab another blaster only to drop them both and transform into Diamondhead.

He then charged up the side of the mountain and knocked Brannigan back right next to the dummy and Brannigan grabbed the dummy and said "nice try but you still lose." Ben was advancing on him only for Brannigan to remove the gun from the head of the 'hostage' and continue firing at him only for Ben to crush the gun and grab the dummy and throw it aside and knock Brannigan back again.

Ben then jumped up and landed right in front of Brannigan and said "in case your wondering this is what it's like to lose" and Lucy said "the exercise is over stand down." Ben transformed back and Lucy turned to Brannigan first and said "how could you let yourself be taken down your supposed to be the elite squad" and Ben said "maybe you should add my moves to the lesson plan."

Lucy then rounded on him and said "not only did you disobey a direct order and use your powers but look what your smart moves did for the hostage" and I noticed since we got up there as Lucy called off the exercise that the dummy was now headless. Ben said "come on if the hostage were real that wouldn't have happened."

Lucy said "you failed case closed" and Ben said "it doesn't matter how you handle a situation as long as it gets handled if you can't see that your crazy." An hour later we were all scrubbing the floor of our barrack with our toothbrushes and Tack said "perhaps you should not have called her crazy" and Ben said "what are you complaining about I have to use this tomorrow" and I said "I'm actually going to wait until we get back to earth and buy a new one before I use a toothbrush again."

Then we heard a large explosion from somewhere and headed to where it seemed like it came from and alarms were blaring. We came to what appeared to be a large office area that was currently on fire and as we got there one of the plumbers said "does anyone know if she was in there" and Erza said "who" and the plumber said "Magister Heartfilia these are her quarters when she's here."

Tack said "if Heartfilia is in there she doesn't stand a chance" and Natsu said "yes she does" and inhaled air as no one else normally could. As he was inhaling the fire started flowing into his mouth and after a moment he finished and said "man that was some bad tasting fire." We all got in there and Kevin knelt down and said "somebody likes fusion grenades" and Grey said "and doesn't like Lucy."

Ben said "so where is grouchy mcrulebook anyway" and just as he said that Lucy appeared in the doorway and said "what happened in here." Kevin just handed her the fusion grenade remain and she said "plumber issue" and Gwen said "you know who it is isn't it." Instead of answering Lucy just said "once your quarters are clean you can get started on mine" and we all got both done rather quickly.

As we were sitting or lying on our beds Gwen said "plumber's weapons and tactics someone with a grudge against Lucy." Kevin said "that's a long list but Brannigan looked pretty ticked when she called him out" and I said "that's not proof" and Tack said "so what do we do" and Ben said "stakeout." All of us decided that since we were the most logical and not loud that Gwen, Erza, and myself would go after Lucy.

As we were tailing her we saw Brannigan follow her into a storage area and we all followed him and after a few minutes of walking around I heard him from behind us and said "Heartfilia sure hasn't taught you much about surveillance." Ben and the rest of the team appeared on the other side of the shelf that he was leaning against as I said "Actually she did" and Ben said "we just put our own spin on it."

Natsu pinned him against the shelf and said "why are you trying to hurt her" and Brannigan said "I don't know what you're talking about I'm tailing her because she doesn't want a guard." There was a loud crash behind us and we turned around just in time to see Lucy get thrown against another shelf. Just as she managed to move the person who had been trying to kill her this whole time punched the shelf where she was and managed to turn around and charge at her again.

As the person punched the floor due to a nimble dodge by Lucy she said **"open gate of the lion Loke"** and Loke appeared and uppercut the person which knocked them back slightly. The person however managed to grab Loke and slam him into the ground which caused him to disappear back to the celestial world and Lucy managed to engage in the person with two of their four arms.

The person looked like fourarms only blue and with red eyes and Lucy said "I knew it was you all along I see you didn't learn anything in the null void." The person punched Lucy in the gut and then the face and then slammed all four arms into her knocking her into a shelf unit and knocking the shelf unit into pieces and scattering what it was holding.

The person said "I learned enough to break out and come here to pay you back" and Lucy grabbed a weapon that was near her. She shot it and a red equipment thing landed on the person, electrocuted them, and wrapped four metal tentacles around them holding them prisoner. Lucy said "but not enough to get lured into attacking me in an equipment depot" and the person growled at her and said "you ruined my life."

As the person ran toward her she shot another on at him and said "you ruined it yourself Kolar plumber's have honor you have nothing." Kolar said "I may not have gotten smarter but I got stronger" and he broke free of the tentacles and Ben transformed into fourarms and said "stronger then fourarms" and Kolar said "oh yeah."

He punched Lucy aside and was giving Ben a beatdown and in the confusion in which Ben had landed on top of us Kolar had grabbed Tack and Ben who hadn't noticed said "let's try that again." Kolar said "nobody moves or I tear him in half" and Lucy said "hands off my cadet" and Kolar said "gladly magister but first your going to do something for me."

He then pulled out a null void projector and placed a portal on the floor and said "you're going to step into this space warp." Lucy said "and the other end lets out where" and Kolar said "a small sun in the null void you won't feel a thing" and Lucy was about to do so when Ben looked down at the ground and said "Tack greet Kolar."

Tack said "what" and Ben said "you know with great respect" and he caught on and said "ah headbutt" and did so which caused Kolar to release him however he just barely managed to grab onto the edge of the ground while almost falling into the portal. Lucy then jumped across and punched Kolar back into a shelf and then grabbed Tack just as he lost his grip.

As Kolar was going to push them both into the null void Ben shot him with a grappling hook thing which gave Lucy and Tack the time to get away from Kolar. Kolar was pulling Ben toward the portal with all of us including Brannigan trying to prevent him from sliding further across the floor. However that was stopped as Lucy grabbed onto Kolar and pushed with the help of Virgo who she must have summoned threw him into the portal.

As the portal closed Gwen said "you pushed him into a sun" and Lucy said "I did not I changed the arrival address to a null void penitentiary Plumbers are law enforcement not judges don't ever forget that." Ben changed back and said "what do you know we saved our instructors life and used plumber tactics and weapons" and Lucy said "but you still used your powers you just can't resist improvising can you."

After a week we had our final exam with Natsu surprising scoring the minimum it took to pass which was 72, Erza scoring 78, Lisanna scoring 80, Grey scoring 83, Ben scoring 95, Gwen scoring 98, Kevin scoring 90, and me scoring 93. Gwen said "I can't believe I only scored a 98" and Ben said "out of a 100 Gwen try to unclench" and Kevin said "it only takes a 72 to pass which I succeeded what about you Ben."

He held up his hand which had the projector of his score in it and said "95 people don't think I'm paying attention but I am" and Gwen said "my 98 is starting to look really weak' and Ben said "this is me not paying attention." The door opened and Lucy walked in and said "to my considerable amazement you all passed the course you're plumbers" and Ben said "but we knew that already.

So you really just came here to thank me for saving your life so go ahead and drop the tough, and mean personal will you." She did so and said "I knew I wouldn't be able to pass one up on anyone except Tack but quite frankly it was harder then hell to keep that persona up at all times." She then took the metal off her armor and put it on Ben jacket and said "our shuttle leaves in 5 minutes so let's get moving."

As she left the room to pack her belongs Ben said "Wait what's this for" and Tack leaned his head forward and read it "for demonstrating a plumber's most valuable attribute the ability to exercise latitude and creativity in problem solving wow." Kevin said in a snarky tone "sounds like a thank you to me" and we all grabbed our bags and heading toward the docking station.

 **yet another chapter done in the next chapter we're going to be going over the events of the episode Ben 10,000 returns which I have a few ideas there but not as many as I had in this. Also as I said in the last chapter but reiterating in this chapter I'm going to be skipping the episodes it's not easy being Gwen because it won't change much if at all and the episode moon struck since it's just a flashback episode with Max at the center focus.**

 **I don't have anything else to add so until next time this is Diamondholder signing off.**


	15. Ben 10,000 returns

**Hello my fellow readers, writers, and people who have been enjoying this story and my others so far, I'm back with yet another new chapter. In this chapter we're going over the events of the episode Ben 10,000 returns which I have a few ideas on how to change it. I don't have anything else to add in this author's note so without further ado let's get this show on the road.**

"talking"

" _Thought"_

" **Yelling/spell name"**

(author's input, location change, time change)

(Bellwood, 20 years from the present)

Ben 10,000's P.O.V

While I was sleeping next to my wife we were woke up by an alarm which in this case was the intruder alert alarm which was made specifically by Azmuth and installed into my headquarters. As we got to the lab where I did most of if not all of my tinkering with the Omnitrix I heard Eon, an old enemy of mine, say "coward you can't hide from me.

I was looking down on him since I was in the rafters of the tower and I said "I'm not hiding I'm making an entrance" and he shouted in anger **"Tennyson"** and I swung down from the rafters and kicked him onto his back. I said "really eon attacking me all by yourself in my own headquarters you call that a plan" and he said "I don't need a plan to defeat you" and he shot a time beam which missed by a large margin and blasted a hole in a wall in my lab.

He then blasted at me directly but I managed to just get behind something which the time beam hit which caused it to turn to dust. He added "and incidentally I didn't come alone" and what appeared to be his followers that acted like ninjas burst a hole in the roof and came falling down and landing unharmed. As I was taking them down with martial arts that I gained experience in with Gwen helping it was going easy.

As two or more of them noticed their comrades getting taken down they pulled out energy swords and I said "sure it's all fun and games until someone loses an eye" and I started backing up which caused me to get close to the hole in the wall and almost fall. Eon who was acting all smug said "any last words Tennyson I'm collecting them" and I said "I got 7 words for you look out behind you and ultimate Humungosaur."

Just as I used the Omnitrix which appeared as the Ultimatrix dial on the chest with the spikes jutted out I grew in size and Eon was focused completely on me so he didn't notice Mira coming from behind him. She knocked him onto his face and landed beside me in her Satan soul form which like her had matured even more over the 15 years we were married.

As she was taking out the ninjas with a move she called the dark eraser I focused my attention on Eon who was just looking at me. a few of the ninjas got past mira and came after me which I just punched away and then I hit the dial on my chest and said "Articguana" and I shrunk and said "Mira get clear" and she flew up into the rafters and I shot out a breath of cold air which froze the lower half of the ninjas.

I then said "but wait there's more" and I slapped the dial again and said "Heatblast" as the green hologram appeared behind me and I shot fire at the frozen ninjas. Mira then landed right beside me and said "now only the leader left and Eon said "impressive in all my years hunting alternate versions of the both of you I've never encountered ones with your abilities still I shouldn't be surprised considering."

I said "Considering what why are you doing this Eon when we fought before we" but he cut me off and said "that wasn't me Tennyson and soon it wouldn't have been you either." He powered up a time ray that came from his hands and I said "I'm not just going to stand here and let you nail us with that time ray" and I punched the dial on my chest and gave myself the powers of clockwork.

As we were in a time beam struggle I said "that's right I have time traveling powers too" and after a few moments my beam was overpowering his and it caused him to vaporize into small pieces." Just as the watch reappeared on my wrist Paradox appeared behind me and said "Hello Ben Mira" and I said "good to see you Paradox I love you don't show up until it's all over" and he said "it's far from over old friends it's barely begun."

(Bellwood, present day)

Mira's P.O.V

Both Ben and Kevin were driving their respective cars with me, Lucy, and Grey in Ben's and Gwen, Erza, Lisanna, and Natsu in Kevin's. Kevin out of nowhere said "I love being behind the wheel" and Gwen over the communication said "We do seem to spend less time together since everyone got their licenses" and Ben said "well consider this a reunion."

Kevin said "quality time tracking down the source of the mystery transmission your Ultimatrix found" and Ben said "it's either an uncatalogued alien or yet another feature I can't to figure out or its broken again." We stopped at a museum and after Kevin got us in by making a key with his finger after absorbing the metal we were walking around with the Ultimatrix beeping repeatedly and rapidly.

Gwen said "which way" and Ben said "We're right on top of it" and Kevin said "creepy museum basement figures" and we all went searching for a door that lead to the basement and I was the one who found it and I called out "found it." After a moment everyone was going down the stairs and we came upon a large crate and Ben said "it has to be in here."

I said "What makes you think it's in that crate in particular" and Ben said "haven't you seen the movies it's always the largest crate." Gwen said "there should be a crowbar around here somewhere" and Natsu just called out **"fire dragon's iron fist"** which caused the crate to be broken open and he said "we already broke into the museum what's the big deal."

Grey said "let's just see what it is already" and he pulled off the broken wood and threw it aside and it was circular relic with a bulbus center and strange marking all around it on the outside of the bulbus center. Ben said "that's weird are those magic symbols" and our whole group from earthland said "nope they're something else completely."

Ben then touched the bulbus center and a purple stream of energy appeared, and went into the Ultimatrix. After Ben pulled his hand away the whole thing shattered the crate that it was in and it glowed purple and some creatures came out of it. Just as they started attacking us I noticed that there were at least 3 of them attacking each of us so I transformed into my Satan soul form and knocked all three after me down with a dark eraser.

They easily got up after that and came at me with glowing swords so I took to the skies to hopefully increase my chances at stopping them. As I was shooting the dark erasers at them I saw Ben transform into spidermonkey and Gwen take some of them down with a whip made of mana and that gave me an idea.

I formed a sphere in my hands as if I were using the dark eraser only instead of shooting the sphere I formed it into a long whip shape and knocked all of them down and at this point they actually stayed down. Ben must have decided to make sure they did since he stuck all the ninjas to the floor and said "okay that's the last of them" and as Kevin picked up one of them to take off the helmet they all disappeared."

Ben said "Oh come on" and transformed back and Natsu said "what's the big idea we beat them" and Erza slammed her armored fist down on Natsu's head and said "because you idiot they escaped and we don't even know what they wanted" and Ben added on "or why the Ultimatrix led us to them" and Natsu said "yeah but other than all that" and Ben said "yeah we won."

(Bellwood, 20 years from present)

Ben 10,000's P.O.V

Paradox just said "you didn't win Benjamin" and I said "maybe you missed it bad guy completely vaporized" and Paradox said "Eon has not been destroyed you merely knocked him down your own timeline" and Mira caught on quickly as usual and said "he did mention that he'd been traveling cross time do you think he tricked us."

Paradox said "into sending him into your own past in order to face you when you were both less powerful yes" and I said "well we have to do something." Paradox just looked at his pocket watch which at this point in our time he had already explained to us that's the device he uses to travel to different time periods and he called it the chrono-navigator and said "you already are."

(Bellwood, present day)

We were still in the basement of the museum and Gwen was about to touch the thing and Grey grabbed her wrist and said "you really want to do that since that's how those things got out before." She said "I don't think so" and then touched it and said "I'm getting a weird vibe off of it almost like I'm sensing my own mana I'm going to try a spell of revelation."

After igniting her hands in mana she called out a spell that through our time here I never heard or read about **"Ostendo specialis"** and a image appeared inside of a mana screen thing that showed two kids and a younger Max and Ben said "that's us when we were kids" and Natsu said "so you did a spell to show the past" and she said "no it's just supposed to reveal secrets."

The image changed into a guy in all purple or black clothes with a helmet on and his hands ignited in what appeared to be electricity and after a moment the energy built up and I prepared for another fight. However that wasn't necessary since the energy build up disappeared without any of the ninja things appearing.

Gwen placed a hand to her forehead and fell to her knees and Natsu said "Are you okay" and she said "the spell's broken I don't know why." Kevin said "maybe someone erased your memories or uh" and Ben cut in "or maybe it was time travel and something happened to change our history." After a flash of light behind us a deep voice said "good guess" and we turned around to see Paradox with two other people.

Paradox said "good guess it's completely wrong" and the guy with him said "wrong but clever" and Gwen said "Professor Paradox" and he said "hello children." Kevin said "who are your friends" and Ben looked at him closely and said "Are you" and the person shook Ben's hand and said "that's right Ben I'm you only even more awesome."

The other person with them looked like me and I said "and let me guess you're the future version of me" and she said "yeah." Ben's future self said "Ben 10,000 at your service" and Kevin said "I heard about you you're the jerk from the future" and future Ben said "that was a different Ben 10,000 but I do remember going to that future when we were 10 what a buzzkill that guy was."

Ben then said "you're my real future" and Paradox said "yes so long as nothing occurs to change it that's why I've bent the rules of time and brought you together." Ben realizing that Paradox normally doesn't come and help unless there's real trouble he said "we're in trouble" and future Ben said "We've been in tougher spots one time when I was president of earth."

At that point future me leaned over and whispered "he's always going on about this to people that don't remember that." Ben said "wait I'm going to be president of earth" and future Ben said "just long enough to defeat the third Vilgaxian invasion it turns out that Gwen was better at the day to day stuff you're a shoo-in for a second term red."

Paradox said "spoiler alert Benjamin let the children discover they're own futures assuming they survive the current crisis." He walked over to whatever the heck the thing was and said "We'll take this along it is the source of our difficulties." We drove to the rustbucket 3 and started flying though the sky and the rest of us were in the cockpit while Ben and his future counterpart were in the cargo bay strapping in the thing we took with us.

Kevin said "are you sure about this we're in the middle of nowhere" and Paradox said "one only hopes it's far enough" and Kevin said "nothing ever makes any sense when you're around" and Paradox said "that's a fair criticism." Kevin said "that still doesn't explain how Ben met himself in the future but it wasn't this guy" and Paradox explained "you traveled into cross time."

Gwen said "like a parallel universe" and Paradox said "precisely" and Ben then said "that explains why that me didn't remember it happening to him before." Kevin turned to future Ben and both of them said at the same time "but you remember all of this" and future Ben said "yeah I do" while crossing his arms."

Kevin said "okay don't do that" and Paradox said "as Gwen guessed cross time is made up of parallel worlds of the history we know. There's hundreds of them one where Gwen found the Omnitrix, one where Albedo turned into alien x and was trapped for nearly a year, one where you didn't have to destroy the Omnitrix to defeat Vilgax."

Future Ben said "Et cetera" and Paradox said "ad infinitum these worlds are all as real as our own but they cannot they must not be allowed to leak into our own." Future Ben said "and that brings us to our problem" and Ben said "the hand of armageddon" and Paradox said "precisely it is a cross time gateway existing in many worlds."

Future Mira motioned to Gwen and said "you saw into one of them with your spell" and Ben said "wait a minute if you remember that if you remember this whole adventure then we can't lose" and future Mira said "because we're the two of you 20 years from now if we lose here the future ceases to be" and Paradox looked at his watch and said "if you could speed up Kevin."

Kevin said "wow no one's asked me to go faster" and Paradox said "it's just that a cross chronal warp is opening up nearby" and the whole ship shook." Mira said "let me guess in the cargo bay" and Paradox said "I'm afraid so I'll see you good people on the ground probably" and he teleported away. both Bens and both Me's went down to the cargo bay.

As we got there the hand of armageddon was floating in the air and more of the ninjas were appearing from it and I said "what do they want." Future ben said "to crash us" and Ben said "yeah no" and transformed into Goop. He said "the one time I wanted Rath" and he knocked two down that were running toward him and grabbed two more and slammed them into each other.

As I was taking them down with the dark eraser whip which seemed to work back at the museum one of them was about to hit me only for it to be frozen in some ice. I looked back at future Ben and saw that he had an ultimate dial on his chest and he slammed it and in a green hologram view spidermonkey appeared behind him.

We started going down and future ben and me opened the door to the ship and Ben said "where are you two going" and both of them at the same time said "we thought we'd step outside" and they jumped and I saw a green flash while my future self was already in Satan soul form which could fly and after a moment the ship landed without us all be killed.

As Kevin got out of the ship he said "the ninjas disappeared as soon as we beat them" and future Ben said "yeah they do that" and Gwen said "you two just landed a spaceship" and future me seemed to have a bit of an ego as well because she said "from the outside don't forget the cool part" and Ben said "how do you do all that without transforming."

Future ben said "I haven't bothered to for years not since I discovered my best transformation" and I said "let me guess what you called it ultimate Ben" and he said "how did you know." I said "Because not only do you have the ultimate dial on your chest but I know how both versions of you think." Ben said "what power comes with that" and he said "pretty much all of them you'll figure it out someday."

Grey said "yeah great so why did we fly the hand of armageddon all the way out to the desert" and Paradox then appeared and said "to destroy it." We got the hand of armageddon far enough away from the ship and Paradox said "the ninja's work for a being named Eon a creature from the cross-time earth Gwen showed you with her spell."

Future Ben said "Eon was defeated by the ben of that world when he destroyed their version of the hand" and Paradox said "that Ben thought that Eon was destroyed as well but he wasn't. he was thrown out of that reality and into cross-time." Future me then took over and said "Since then he's been traveling from one parallel earth to the next taking down every Ben 10 and me that he can find."

Gwen said "why" and Paradox said "we don't know but we do know that he needs an operation hand of armageddon to enter our world." Natsu said "so we're going to destroy it" and Paradox said "yes although not just in this world all throughout space and time every version." Kevin said "why can't you just do it with your time powers" and Paradox said "there are rules Kevin I cannot interfere."

Erza said "Excuse me but aren't you already interfering by bringing both future Ben and Mira here" and Paradox said "touché actually I only came to give young Ben a warning but that can wait." Ben said "until what" and he said "until I see if you survive" and both Ben stood on either side of the hand of armageddon.

Future Ben said "Ready" and Ben said "yeah" and transformed into waybig and future Ben slapped the ultimate dial on his chest and a holographic clockwork appeared behind it. Both of them started firing beams at the hand of armageddon and after a few moments Lisanna said "has anyone seen Natsu" and we all looked around and saw that he was fighting his way through the wind and called out the name of his attack **"Fire dragon's roar."**

I looked at both Bens and noticed their dials on their chests turning purple and I said "is that suppose to be happening" and Paradox said "no I've been deceived stop he's using your power to open a breach." Ben stopped but fell back onto the ground as did future Ben and then 6 ninjas appeared and were bowing and eventually the one I assumed was Eon appeared and said "finally I'm free."

Ben still in his waybig form said "not for long" and Eon just shot a time beam at him which caused waybig to turn into dust" and I quickly transformed into my Satan soul form and future me held my back by my shoulder" and I said "what are you doing I'm going to go get revenge." She said "no need take a second look" and I looked over at the pile of ash and saw that Ben was slowly getting out it."

We all rushed over with Gwen keeping a shield up and I kneeled down and said "are you okay" and he said "yeah" and Paradox said "Eon eradiated waybig with accelerated time he's gone" and future Ben jumped over the mana shield and said "so is any other transformation he hits with that beam be careful Ben" and Ben said "he's the one that better be careful."

He transformed into swampfire and then almost immediately ultimate swampfire and the ninjas charged toward us and Ben said "take them down hard" and threw a couple explosives at them which knocked quite a few of them out of commission. Since I was already in my Satan soul form I formed the dark eraser whip and future me said "want to do a tag team of demons" and I said "sure."

We both charged in and took down as many ninjas as Ben did however more were coming from the hand of armageddon as Eon was walking toward my Ben. He said "Tennyson prepare to die" and Ben said "maybe later" and threw seeds on the ground which sprouted as a thick vine wall which Eon destroyed with accelerated time.

I looked at future Ben and saw that he was rolling on the ground so I had assumed that Eon somehow managed to do that. I looked back and saw that everyone with the exception of Lucy was managing to hold her own against the ninjas since one of them were holding her arms behind her back and Eon was walking up to her.

I was able to hear the conversation clear as day and it with Eon being the only one talking "I have no use for you so prepare to be destroyed" and since as I was about to intervene Erza must have saw and heard this since she ran forward and sliced Eon with her sword. The result of that was Eon being knocked to the ground and then Erza turned her attention to the ninja that was holding Lucy and Erza summoned a few dozen swords and pointed them all at the ninja.

Sensing her anger and most likely influenced by the swords pointing at her the ninja released her grip however the swords remained. Since the ninja was concentrated on the swords it didn't see Erza swing the sword that she was holding at it which caused it to fall to the ground. Lucy then took out a blaster since she seemed to have only been captured due to her being low on magic energy.

I saw that Ben had managed to get behind Eon and was holding his wrists preventing him free movement and Ben said "why don't you explain yourself why attack me over and over." Eon said "our paths are intertwined in this and every other time line" and he flipped Ben over his body and shot ultimate swampfire with a time beam which caused him to transform back as both swampfire's were destroyed.

Eon said "it's over" and was preparing to shot Ben with a time beam however just before he could a shield of diamond appeared in front of the time beam. I heard future Ben say "give it your best shot Eon diamond doesn't particularly age" and Eon said "I came here to destroy your younger self but plans can change" and he shot a time beam at future Ben.

Future Ben just called out **"Protego"** and he must have seen the shocked look on mine and Ben's face because he said "you hang around an anodite for 20 years you pick up a few tricks." He then slapped the dial on his chest and a holographic version of XLR8 appeared and he rushed out from behind the shield and grabbed Ben on the way.

Since Gwen and Kevin were having the most trouble with the ninjas both me and future me went over and helped them. As we were fighting Kevin said "Weird they don't talk" and Gwen said "probably just to intimidate us" and he said "maybe makes me curious though" and she said "let's take a look" and called out a spell **"statua"** and they all froze mid fight.

Kevin the walked up to one and tapped it on the mask and got ready to remove it and Gwen said "it's going to be creepy I bet they don't even have mouths." Kevin the took the helmet off and said "or something worst" and it was revealed that it was Ben" and Gwen said "Ben get over here" and both of them appeared.

Ben said "this raises a few questions" and Kevin said "yeah like where did you learn ninjutsu" and Eon walked over to us with a slice in his armor but otherwise unharmed. He said "so you discovered our secret" and future Ben said "you're not destroying Ben Tennyson's your absorbing them" and Eon said "we feed on their power and make them our slaves along with the multiple of you we've faced" he said while motioning to me and future me.

I said "what do you mean we" and the female ninja that had Lucy held captive for a moment appeared right next to Eon and Eon said "once we absorb you we'll finally have enough power to erase this time line and make a new one." They took off their masks and Eon was revealed to be double of future Ben and the female ninja was revealed to be a copy of future me.

Eon then said "where we will be the only Ben Tennyson and Mirajane Strauss" and Paradox appeared and said "I will not allow that Eon" and Evil me said "you cannot interfere time walker and you know why." Paradox said "true but if you proceed there is no place in all of space and time that you two can hide from me" and Eon said "I'll burn that bridge when we come to it.

Now I've got a couple of Ben Tennyson's to absorb" and the evil me said "and I've got a couple of me to absorb as well" and Ben said "they didn't come from the hand of armageddon they came from our watches" and future Ben said "and the whole fight they've been leading us away from it." Ben said "hold them off I've got something to break" and he transformed into Jetray and flew to where the hand of armageddon was.

We all managed to knock them down and closer to the hand of armageddon and Eon said "no" and they both created a shockwave that knocked us all down and were shooting at Ben who was dodging the attacks. After a moment the hand blew up and after a moment both Eon and evil me started bursting into particles and created a large explosion where they had stood.

Gwen had managed to shield us though and after the smoke cleared we saw Ben laying in the crater the hand of armageddon made and Natsu said "there he is." Kevin looked at him and said "thank you captain obvious" and that insult just flew right over his head. Ben had transformed back and said "not so loud I'm trying to sleep" and he got up" and Paradox said "then sleep soundly with the knowledge that Eon is no more.

And all the cross-time worlds with which they interfered will shortly return to normal" and Ben looked at his future self and said "you know this was going to happen it happened to you before." Future Ben said "both of them messed with the timeline so badly that I wasn't sure that I hadn't ended up in parallel world" and Paradox took out his pocket watch and said "I can confirm this is the original time line.

However, the cost of victory was high young Ben lost waybig and both swampfire's today if only there were some way to restore them" and future Ben said "yeah okay I get I'll put them back in your playlist" and Ben said "while you're at it how about giving me master control." Future Ben said "nice try but I'm already in enough trouble with Azmuth"

After fiddling with the Ultimatrix for a moment he said "there you go I've just unlocked everything you've ever become up until now and I added in a few new ones. Because It'll annoy Azmuth when he finds out" and future me turned to him and said "you really like annoying Azmuth don't you, you know he can take the watch from you anytime he wants right."

Future Ben said "at this point it's a game if he gives in I win and he knows that" and Paradox said "well time to go however first a warning to my young friends. Beware old George beware the creature from beyond so long" and before they left I noticed a ring on my future self's hand and I asked her "is that from who I think it is" and she just gave me a knowing smirk and said "sorry I can't give you any spoilers" and they disappeared.

Lucy said "what do you think he meant by that" and Kevin said "I don't understand anything he says I just tune him out" and Ben said "whatever the problem is I've got Ultimatrix to spare it is so hero time."

 **Yet another chapter done what did you think of me added a future Mira and an evil mira that was with Eon. Even if you weren't a huge fan of it sorry but it would take too much time to go back and take all that out so while I can I really don't want to sorry. In the next chapter we're going over the events of the episode prisoner 775 is missing**

 **Again, I'm skipping moon struck because of the simple fact that nothing would change since it's a max themed episode and not only that but it's a flashback episode. Also what did you think of the teamfourstar reference at the end there anyway until next time this is Diamondholder signing off.**


	16. prisoner 775 is missing

**Hello my fellow readers, writers, and people who have been enjoying this story and my other one's so far, I'm back with yet another new chapter. In this chapter we're going to be going over the events of the episode prisoner 775 is missing which is honestly one of my favorite episodes. I'm not going to spoil anything but there are going to be a few changes as with any of these chapters since Fairy tail members aren't even part of the normal Ben 10 ultimate alien series.**

 **Anyway, I've blabbered on for long enough so without further ado lets get this show on the road.**

"talking"

" _Thought"_

" **Yelling/spell name"**

(author's input, location change, time change)

Mira's P.O.V

Ben, Gwen, Kevin, Natsu, Grey, Lucy, Lisanna, Erza, Happy, Max, and myself were camping and to light the fire Ben transformed into Swampfire and called out his name. as the fire was lit Gwen said "Ben that's overkill" and he took that way too literally because he said "no it's Swampfire I don't have an alien named overkill because if I did I'd you know shout Overkill."

Kevin said "what's with the whole shouting names thing anyway" and I said "he thinks it strikes fear into his enemies" and Ben said "how did you know" and I said "because you've explained it at least to me before." Gwen said "at least it's lit where's Grandpa max this little party was his idea" and Natsu suddenly said "something's going on and Max is on the phone with someone."

I opened the door and Ben, Gwen, Kevin and me were standing in the doorway and Max said "I'll be right there" and Ben cleared his throat and Max corrected himself and said "we'll be right there." As we were getting into the RV to drive to the ship I saw out of the corner of my eye Natsu sucking the fire down like he normally did whenever there was fire that no one was using.

After boarding the ship Max took the driver's seat since he was apparently the only one who knew where this area 51 was and after about an hour of flying we landed. As we were disembarking from the ship Kevin walked over to the other plumber's ship and said "the plumber's really need to upgrade they're rides" and Lucy said "what exactly is wrong with the ships we have now."

He said "look at this thing no power, lousy security system" and Gwen catching on to what he was hinting at said "you want one don't you" and he said "yeah" and she said "maybe for your birthday." We walked up to this guy who looked all official and he said "Max Tennyson long time no see" and Max said "colonel Rozum still handling all the weird stuff with the air force."

Rozum said "I just go where they send me we were hoping you could enlighten us as to what happened here" and then a voice behind him said "Magisters" and it was Cooper. He noticed Gwen and as he smiled at her he then saw Natsu right next to her with his fists ignited and got the message to basically back off which I didn't blame him for that.

He said "we just cleared some rubble from the crater there's something both of you have to see" and we all went down there and Kevin absorbed some of it and observed it closer. He said "solid castridinum you don't find this on earth or at least in this case not this much of it" and Cooper said "it's level 3 technology earth's at least 500 years away from it."

Max said "care to enlighten us colonel" and Rozum said "sorry Max it's above your pay grade" and Ben said "then my grandfather get's a raise right now or we walk." Rozum said "Are you going to let him talk to me like that Max" and Max said "I'll let him know when he says something I disagree with" and after a brief stare down Max said "okay then" and we all turned around and started walking away."

Rozum said "it's a holding facility" and Lucy said "what exactly is it holding" and Rozum said "alien combatants that have landed on earth over the years." Lisanna said "how many years" and Rozum with a small smirk on his face said "4 maybe 5 decades" and Ben said "you've had people in there for 50 years."

Rozum said "not people Aliens held on suspicion of being a threat to planetary security" and Ben said "I'm going to see what's down there" and Rozum said "it's impossible nothing can get in or out." Ben said "We'll see" and transformed into big chill and called out his name and phased through the floor and Kevin turned to Cooper and said "when he shouted his name just then did it strike fear into you."

I said "now is really not the time Kevin" and Rozum looked at Max and said "you haven't said much" and Max said "I'm trying not to throttle you this holding facility of yours is nothing but a prison earth is a level 2 world and a provisionary signatory of the Kelly-Casey accords. You have no rights" and he was cut off by Rozum "rights you want to talk to me about rights with all the alien terrorists you fought.

You know the dangers they present you should be thanking me" and Lucy put herself into the conversation "the aliens we fight get turned over to the proper authorities being stuck in a hole forever with no due process-." Rozum cut her off as well "we do what has to be done and I sleep better at night knowing my family is safe."

After a silence Ben's voice came from below and said "Grandpa max" and he phased through the floor again and transformed back and said "you won't believe it. There's hundreds of aliens down there crammed into cells the security system was down but I rebooted it. Grandpa the conditions down there its inhuman" and Rozum said "that's because they're not human we're not running a hotel."

Lucy stepped forward and said "you're not running a prison either not anymore you're going to release them over to the plumber's colonel for proper processing. They're be free when warranted or else made to stand trial" and Ben said "all 774 of them" and Rozum said "well that's not right." Max said "it's not just right its justice long delayed but still-" and Rozum cut him off "no I mean your count isn't right there's 775."

Ben said "that's not what your electronic tote board said" and Rozum said "then there's one missing" and then the engines of the plumber ship that I'm assuming Cooper used to get here powered up. Ben said "time for Humungosaur" and started running toward the ship and I was close behind him and he activated the Ultimatrix and transformed into Rath while I turned into my Satan soul form."

When Ben called out Rath's name he said "fine Rath's better anyway" and he started jumping up the crater while I flew up. He said "Hey, Hey let me tell you something missing alien prisoner nobody goes unless Rath says they can go because Rath goes before everybody so don't go yo" and he ran at the ship and grabbed onto it as it was taking off.

I mumbled "idiot" and I flew after them and I heard Rath yelling at the ship "is that all you got stolen plumber's ship well Rath's got tons more. In fact I should give you some of mine so it's a fair fight and then everything I gave you I can take it back again and make you like it." With my hearing enhanced due to my take over I heard Kevin said "you know Rath is the only alien that makes you want to get a box of popcorn, kick back, and just watch."

Lisanna said "Kevin now isn't the time for" trying to be firm with him only to say "okay me too" and Ben said "give up stolen plumber ship you can't escape from Rath" and he popped out his claw even more and made a hole in the bottom of the ship. He then started ripping parts of it off and as it started losing altitude he said "Crashing's good too Rath can crash all day."

The bottom where Ben was holding onto gave way and he said "oh now you're using gravity well forget it give up gravity you can't beat Rath" only to land on the ground and create a large hole in the ground. I landed next to it and said "Ben are you okay" and he climbed out of the hole and then started shaking his head like a dog that was out in the rain would have done.

After popping his shoulders and breathing somewhat heavily he turned to the hole that he made and said "let me tell you something stupid Rath sized hole Rath will destroy you. He started kicking it and I tried getting his attention before slapping him upside the head but I had to do that anyway since Rath was determined to destroy the hole.

He said "sorry" and transformed back" and said "guess the ship got away" and at this point the others caught up to us. Grey then pointed at the smoke in the sky and said "it should be easy enough to find it" we quickly got back to the rustbucket 3 and flew to where the ship had crashed and as we left the ship and were about to enter it.

Before we actually did though I said "remember this guy could be totally innocent of everything" and Kevin said "he stole a ship he's no innocent" and Ben said "you really want to stack your rap sheet against his Kevin" and Kevin said "just saying." Lisanna said "well how about you stop saying and go inside the ship" and he did so with all of us following behind him.

I said "anything" and Ben said "no sign of life except a beeping noise coming from the main console" and Kevin said "that's the self-destruct" and he walked to the console. He said "it's a fail-safe incase a plumber's ship is crashed and then abandoned I'm on it don't worry." Ben said "are you sure" and Kevin took his badge out and pointed it at the console and said "Plumber override."

The beeping stopped and he said "I said don't worry and then the beeping returned only more rapidly" and he said "now you can worry." He said "Everyone get back get back" and Ben said "Humungosaur can handle this" and activated the Ultimatrix and turned into Echo Echo and Grey said "wow the Ultimatrix really hates you tonight" and he said "tell me about it."

He then turned into nine of him and picked the ship up and Gwen said "Ben what are you doing" and he said "throwing it a safe distance" and he threw it off the dock that we were on but only a few feet away. I heard him say "new plan" and he tapped the Ultimatrix symbol on his chest and reverted back to one of him and he started running toward us.

The explosion from the ship knocked him into me but due to the small form I was not only able to keep standing but managed to catch him however from the force of the explosion his head was right between my breasts. Gwen then put a shield up around us and Ben jumped out from my arms and transformed back and as the dust from the explosion settled Kevin said "yeah this one's going into the highlight reel."

We went into the town while following a path of destruction and found a police officer laying on his back and Ben helped him up and he said with some pain in his voice "Ben Tennyson my daughter's nuts about you" and Ben was probably about to ask if she was cute but I shot him a glance and he almost instantly shut up at that.

Erza said "did an alien do this to you we followed a trail of property damage it was pretty tough to miss" and the policeman said "he came charging at me, bullets didn't slow him and he said he was going to kill me. I-I" and Lucy said "what did you do" and he said "I begged I begged him to let me live, he looked at me a long time and asked if I had a family, I told him yes and he walked away.

Please don't tell anyone that" and Kevin cut him off "that you said whatever you had to so you could see your family again" and I said "your secret's safe" and Grey cut in "the town on the other hand not so much." There was what sounded like an explosion and we followed the streets to where there was smoke rising.

As we were heading toward there" I said to Grey "nice making the policeman feel worse then he already did" and Grey said "I was just stating the facts." As we got to the bottom of a hill we saw the alien about to attack a mother and kid and Natsu said "hey" and when he turned to us he said "you looking for a fight well today's your lucky day."

He charged in with his fist blazing and Grey was right next to him with mist coming off his body and Natsu tried punching him only for him to jump over Natsu and disappear into midair. Grey tried hitting him with an ice hammer only for the guy disappear again and he grabbed both of them by their arms and swung them into each other and they started fighting each other again.

Ben not even bothering to try to break up the fight activated the Ultimatrix and while the hologram of Humungosaur was showing he said "uh goop" and slammed it down and transformed into Humungosaur "ha finally okay nobody has to get hurt." The alien instead of responding pushed a car toward Ben which slammed into his knees and he said "wow a little car you're going to have to do better then that."

Then he turned his attention up the hill again and saw a truck coming near him and said "oh truck" and it slammed into him and knocked him into a building with me close behind. I heard the guy said "I'll never go back there" while trying to attack Ben only to dodge and disappear into thin air again. Ben managed to grab him and the guy said "years I spent and I did nothing" and I said "look if you just calm down everything will be okay."

He said "nothing will be okay ever again" and he escaped Ben's grasp on him and he charged at me only for Gwen to grab him in mana only for him to slip out. She then trapped him in a mana bubble and he was running around in it while punching it and she said "he's slippery don't know how much longer I can hold him" and Kevin said "long enough" while walking forward cracking his knuckles.

I said "Kevin hold up" and I turned my attention to the prisoner and I said "what did you mean when you said nothing would be okay." Lisanna said "colonel Rozum says you're a terrorist" and he said "Terrorist on my home world I fought against an oppressive dictator. It was his forces that exiled me to this back-water world I explained this to your air force a hundred times they did not believe me."

Lucy then said "the plumbers will listen they'll send you home" and he said "I no longer have a home while I rotted in your prison the revolution was lost. My mate, my children gone all gone" and Ben transformed back and he said "there is nothing left to live for" and Kevin said "there's always something to live for you could even the score."

Grey said "absolutely you could seek justice" and he said "Justice yes those who wronged me should die starting with colonel Rozum" and I said "I think you misunderstood what Grey said." The prisoner ignored me and said "or better yet his entire family he shall feel the pain I've felt" before disappeared into thin air again.

Kevin said "where did he go" and Gwen said "I don't know where he went" and Ben must have caught on because he said "Gwen don't it's a trick" however the building stated coming down around us. Natsu quickly reacted by ignited both his fists and called out a strong attack **"Flame on my right hand and flame on my left hand put them together and you get fire dragon's brilliant flame"** and the building harmlessly fell around us.

Lisanna turned to Kevin said "you could settle the score nice one Kevin" and he said "I didn't hear anyone complaining" and Lucy said "we have a bigger problem now prisoner 775 isn't running any more he's hunting." We flew back to where area 51 used to be and filled in Max on what was going on" and he said "Wait so now he's going after colonel Rozum."

Cooper then cut in and said "but the colonel's not here anymore he flew back to Patrick air force base in Florida" Max said "then we have to assume that's where the prisoner is going as well" and Ben said "We have to protect Rozum" and Gwen said "and his family that's where he stationed so they live there." Kevin said "the rustbucket can still beat Rozum back to the base" and I said "We can be there when he arrives and catch the prisoner when he tries."

Then the nine of you get going I'll call ahead and get you clearance" and Happy whined "why doesn't anybody include me as part of the group." I grabbed him and hugged him and said "we know you're a vital member of this team" and I heard Kevin mumble "more like an annoying part of the team" and Natsu said "I heard that" and Kevin said "and what of it."

After about an hour of flying at top speed we landed on a well-lit air strip and we exited the ship and Natsu said "now what" and Ben said "we wait Grandpa radioed Rozum he knows what's happening his plane will be here in 45 minutes." After a feeling of foreboding I looked at the ship which had a different shadow then it should have and I said "guys is it possible that the prisoner could have chameleon like powers so that he can blend in with backdrops so he's practically invisible."

Gwen said "that would explain how he disappeared from my mana bubble" and then after looking with determination she shot a disk of mana at the ship which the prisoner barely managed to get out of the way when it exploded on the ship. As he was charging at us Gwen put a thin shield which he jumped over and used the momentum to knock Ben, Kevin, Natsu, Erza, and me to the ground before running off.

Ben after getting up said "Great we brought him here" and Kevin said "thank you captain obvious" and I said "not the time Kevin he could be anywhere on the base how do we find him." Ben said "We track his scent and I have the perfect bloodhound for the job" and he activated the Ultimatrix and transformed into wildmutt and Gwen in her best attempt at a male voice called out his name.

All of us including Ben looked at her and Lucy said "what exactly was that" and Gwen said "he can't talk so someone had to do it" and Ben started sniffing around before running in the direction that he managed to find where the prisoner went. Kevin said "I'm going to say he went that a way" and we all ran after Ben.

Since I had transformed into my Satan soul form when we got to where we could see the prisoner I fired a dark eraser at him which knocked him away from the porch that he was on which I could only assume was Rozum's house. Ben was the next one to charge in and pinned the prisoner to the ground. As the prisoner managed to knock Ben off of him he said "leave me be I intent to balance the scale" and Grey ran forward and said "if you want to balance scales go on a diet.

Grey then shot sharp icicles at the prisoner only for him to dodge each one while getting closer and eventually knocking Grey down to the ground. Natsu then said "nobody beats the stripper down but me" and he charged in only to be knocked way back just as Grey was. I then formed my dark eraser whip and shot it toward the prisoner only for him to grab it and swing me around and eventually smash me into Ben which knocked him down just as he was getting back up.

The prisoner then disappeared again and this time he was only reappearing for a short amount of time just enough to keep punching each of us as we were getting up. Natsu managed to get up without the prisoner actually seeing him and he charged forward and called out an attack **"Fire dragon's iron fist"** which managed to hit the prisoner but it didn't have any effect on him.

Instead the prisoner just knocked him back and Natsu tried to get up but was obviously too drained and at that moment Rozum came driving up. He exited the jeep and said "wherever you are stay away from my family" and the prisoner appeared behind him and grabbed him so he could barely move." The prisoner said "you're going to live Rozum just long enough to see what it's like to lose your family."

Rozum said "they have nothing to do with this" and the prisoner said "neither did mine" and Ben was obviously trying to say something to him but it just came out as a roar. The prisoner said "leash you're overgrown pet he's no match for me" and Ben slammed down the dial and evolved wildmutt to Ultimate wildmutt.

He called out his name "Ultimate wildmutt" and Gwen said "I was going to do that for you" and he said "tell you what you can clean up what's left of him." He then charged at the prisoner and knocked him off of Rozum and started biting his tail before flinging him onto the back of the jeep denting it. As he stood over the prisoner and roared at him the prisoner said "do it come on let me join my family finish it.

Ben then transformed back and the prisoner slumped to the ground and said "I've got nothing" and Lucy said to Rozum "some threat huh." As some plumber's that Max had probably called cuffed and were leading the prisoner away for attempted murder and theft of a ship they stopped for a moment and the Ultimatrix scanned him.

It said "alien DNA scanned and recognized merlini sapiens unlocked and available on playlist 5" and Ben obviously remembered what we were talking about at the campsite earlier because he said "hey guys check this out." He activated the Ultimatrix and transformed into the prisoner's lookalike and said "over kill well, well" and when everyone with the exception of me and Lucy started walking away he turned to me and asked "too soon" and I said "just a little bit."

We followed the others and I said "you coming Lucy" and she said "I'll catch up in a minute"

Lucy's P.O.V

Rozum looked at the prisoner for a long minute and said "I'm sure he's behind the disappearance of area 51 I want to be there for questioning." I said "why because you think we're going to torture him and you don't want to miss it" and he said "I expect you'll do whatever you have to do." Max then cut in and said "then we're happy to disappoint you that's not how the plumber's do things.

You still don't get it colonel earth is in violation of interstellar law you don't seem to understand the enormity of what you've done." Rozum said "I understand it fine and under the same circumstances I would do the exact same thing again. When it's a choice between a few hundred Aliens and my country's safety well that's just a no brainer" and instead of responding since he just wouldn't change his mine we just walked after everyone else.

 **Yet another chapter done in the next chapter we're going to be going over the events of the episode the purge. in case you havent noticed i've posted 4 chapters today the reason for this is because of the simple fact that i havent uploaded for a while so this is an apoligy to make up for that. I don't have anything else to say so until next time this is Diamondholder signing off.**


	17. the purge

**Hello my fellow readers, writers, and people who have been enjoying this story and my other's, I'm back with yet another new chapter. In this chapter we're going to be going over season 3 episode 1 of Ben 10 ultimate alien titled the purge. I have a feeling that this chapter is going to be somewhat of a normal chapter but I don't know at this point.**

 **Anyway nothing else to add so without further ado let's get this show on the road.**

"Talking"

" _Thought"_

" **Yelling/Spell Name"**

(author's input, location change, time change)

Mira's P.O.V.

We were currently in a fight with Trombipulor and to be honest he was kicking our butts Erza, Lucy, Grey, and Lisanna were already down leaving Natsu, Ben, Gwen, Kevin, and myself standing. Ben was currently in his NRG form, Kevin armored in metal, Gwen using mana projectiles, Natsu with his fist engulfed in flames, and me in my Satan soul form.

Trombipulor had managed to grab Kevin and throw him into a light pole and he tried throwing a car at Gwen only for her to manage to dodge it with one of her mana platforms. She then shot some more projectiles which most of them were hitting and knocking him back and Kevin said "give it up Trombipulor."

Trombipulor said "I told ya I aint going back to the Null void you can't make me" and he then caused a small earthquake that knocked down Ben, Gwen, and Kevin but I managed to fly up and avoid it while Natsu jumped over it. Ben managed to get up and said "I hate the earthquake stomp" and he used his radiation powers to heat up the ground under Trombipulor and he said "ow that's hot" and Ben said "hot it's molten."

Trombipulor was stuck in the ground until Kevin ran up to him with an enlarged fist and punched him away" and Natsu said "nice shot" and Kevin said "thanks I've been working on my follow through." Gwen then said "guys he's getting away" and Natsu said "I don't think so throw me" and Gwen then formed a mana platform under him and launched him at Trombipulor.

While he was flying through the air Natsu engulfed his whole body in flames and came so close to hitting Trombipulor only to hit a ship that was cloaked and landed right in front of the ship, face first. The person in the ship was revealed to be Argit the con man himself and he said "Friends, amigos, maqochpu" and Gwen said "Argit" and he said "did I come at a bad time."

Ben transformed back and said "what tipped you off" and Natsu got up from the ground and said "did anyone get the number of the ship that hit me" and Grey said "actually you hit the ship with your idea." I transformed back to my normal appearance and said "I'm so not in the mood for one of your con jobs" and he said "Mira I'm insulted no, no, I'm wounded by your baseless accusations.

Remember all the good we did together" and while most of us said no Kevin said "Yes" and we all looked at him and he turned his attention back to Argit. I said "Can we just get to the part where you scam us." He said "okay truth to tell I may not have always been on the up and up with you guys but that's water under the bridge and I need your help."

Ben said "with what" and Argit said "the forever knights are after me" and Ben said "well you can't really blame them you destroyed a bunch of their castles remember." He said "no, no, no, this isn't about that they just showed up out of the blue and told me to leave the planet or" and he made a noise that pretty much said that they would kill him if he didn't leave.

Lisanna said "and yet here you are" and Argit said "hey I got a lot going on here business deals, franchise opportunities but if they catch me I'm road kill." I said "and this is our problem because why" and he said "because it's not just me word is they're strong-arming a lot of off-worlders ask anybody." Natsu said "I don't know maybe we should look into this" and Gwen said "Natsu how can you trust this guy."

He said "believe me I don't trust him as far as I could throw the stripper over here but what could it hurt to check out his story." Ben said "okay fine just get your ship out of the middle of the street would you." Argit said "aye-aye, mon capitaine and I said "you know you're going to regret this right" and he said "I'm already starting too."

We went back to the rustbucket 3 in our two cars with Argit following behind us in his ship and after a getting on the ship Gwen got on one of the computer consoles and started typing on the keyboard. After a minute she said "out of the 937 registered aliens here on earth legally" and Kevin added in "and about 100 not so legally."

Gwen continued "there are only 463 whose whereabouts can be confirmed" and Argit said "you see I told you it's those crazy knights." I said "so hundreds of aliens left the planet without telling anybody" and Kevin said "or maybe they didn't leave" heavily implying that they were killed. Gwen said "this doesn't seem like a forever knight operation" and Ben said "nope" and turned to Argit "how do you account for that."

Argit was struggling to think of something and only managed to get out "I uh" and Grey said "don't know let's pay a visit to someone who does." We powered on our ship and flew to a forever knight castle and Argit said "why did I let you talk me into this" and Kevin said "be quiet and stay out of the way." Argit said "stay out of the way of what there's nobody here just like the last three places" and he went into a back room."

Gwen said "he's right the knights aren't here and I can't get a fix on where they went Ben" and he was sniffing around as Wildmutt and said "nothing they're long gone." I turned to Natsu "can you pick anything up" and he sniffed the air for a moment and said "nope there's nothing but the smell of old metal and that might be the suits they have as decoration."

Ben said "maybe they left the planet too" and Kevin said "doesn't track they're big earth-firsters" and Argit said "well wherever they went they left some choice stuff behind." He came out of the back room wearing a robe and carrying a sword and a gun" and Kevin said "leave it Argit it's not worth that hassle trust me."

Argit said "man it's like I don't even know you anymore" and he took off the robe before grabbing onto one that was under a statue's foot and said "Besides these guys owe me." I said "I think you have that backwards" and the robe came lose only because the statue lifted it's foot. The statues foot went back down and it's eye turned orange as it turned its head toward us and Kevin said "see what did I tell you not worth it."

The now mechanical statue shot fire at us and Natsu said "oh yeah I've been looking for a good meal" and he ate the fire and Gwen put a shield just as it slammed a hand down on us. Gwen said "I don't remember the other one doing that" and the dragon then destroyed the shield with a downward double fist and Ben transformed into Lodestar while Kevin absorbed metal and said "I'm going with a classic."

He then charged with his hands turned into spikes maces and he said "okay robo-lizard let's see what you're made off" and as I turned to roar at him he hit it across the face a few times. Ben then made it magnetized which attracted the armor and stuff to glide toward the robot and eventually Kevin and he said "wow Tennyson" and he stopped the magnetizing and said "I didn't tell you absorb metal" and Kevin said "good point."

Natsu said "oh yeah I got a fire in my belly" and he shot forward with both his hands engulfed in flames and said "fires of my left hand and fires of my right hand put them together and you get **Fire Dragon's Brilliant Flame"** which the blast hit the robot head on but it was still standing. Ben and Kevin were obviously trying something since Kevin turned his hands into a single still drill bit while Ben shot him toward the dragon.

As he went through the dragon causing it to power down Ben transformed back and said "that's a keeper" and Lisanna said "where's Kevin." We looked up and saw a hole in the wall with his lower half on the side we were and then he turned to us and gave us a thumbs up to say that he was okay. We then heard clanking behind us and I formed a dark eraser in my hand only to see that it was Argit in knight's armor.

He said "are we done here can we please go now" we got in the rustbucket 3 again and took off and Lisanna was checking Kevin's head for injuries. Ben said "at least we're working as a team" and I said "friends don't use friends as ammunition" and Kevin said "I'm fine." Argit said "forget about him what about me" and when we turned toward him with disappointed looks on our faces he said changed what he said "I mean the forever knights what about them."

Erza said "maybe we're looking at this the wrong way if you were chasing a bunch of aliens off planet where would you go to get a whole bunch of them at the same time." Kevin then turned the ship and after a while we landed in the back lot of a convenience store and I said "Are you sure you know what you're doing."

He said "of course this is a alien super market" and as we entered and were walking toward the back Ben said "wow did it always smell like this how did I not notice." Gwen said "the last time you were here you were 12 before you discovered personal hygiene." As we sat down at a counter a overweight worker walked up and said "Benjamin Tennyson as I live and breathe I swear you were this tall the last time I saw you" and held a hand up to about his mid stomach height.

He then turned to Gwen and said "and young Gwendolyn look at you such a young lady" and she said "hey Mr. Baumann." He then turned to Kevin and Argit and said "and you two I know I've seen you somewhere before" and Kevin said "no I've just got one of those faces" and Argit said "yeah me too." The now named Mr. Baumann said "it'll come to me oh before I forget I got something for your grandpa Max.

Those arcturian spider eggs he's been asking about" and he placed a wrapped package that was wiggling and oozing green liquid and he said "very fresh tell him they're on the house for my best customer. Anyway, what brings you here have you developed a taste for alien cuisine" and Ben said "not so far actually I was wondering if any forever knights have come by here."

Mr. Baumann said "no I can't say that I have" and I looked around and noticed there was barely anyone here and said "slow day" and he said "it'll pick up tomorrow Thursday's when the new stock comes in everybody want's fresh treats from home." Natsu was sniffing the air and said "we better get going" and Lucy said "for what" and he said "Remember that thing" and she noticed him sniffing around.

She said "oh yeah that thing" and we all got up and appeared to leave however when we were out of Mr. Baumann's sight we circled back and behind the counter since Natsu said there were 4 other people there." When we got in the back we heard him say "it's okay it wasn't the knights it was just Ben Tennyson and his friends they were asking questions but I got rid of them."

He then noticed the look on the 4 green aliens faces and saw that they were looking around him and he looked around him and noticed Ben on one side and myself along with Lisanna on the other with the others hanging back. He said "oh dear" and after disappearing to make tea or something he came back a few minutes later with 11 mugs of it.

As he was handing them out he said "the knights were here the day before yesterday two of them and they wanted me to spread the word that earth was for earthlings and that the forever knights were going to get rid of any aliens they came across one way or another. They also said they were going to be back to check up on me" and then Argit started coughing after getting a drink from his mug.

He said "okay this has been great but if the knights are coming, I'm going hasta la bye-bye kids" and Kevin said "Argit" and he said "I said hasta la bye-bye." Gwen then said "your supply ship arrives Thursday" and he said "busiest day of the week even if I closed down people would still come couldn't stop them if I tried."

I then caught on to what Gwen was saying and said "then in that case the knights will be here too" and we were waiting for the knights with Gwen and Erza on the ground by the store, Ben and me on top of a nearby building, Kevin and Lisanna behind some storage crates, Natsu waiting in the air with Happy holding him up, and Grey and Lucy actually waiting inside while keeping an ear out on their plumber's badges.

Gwen said "well we got aliens but no sign of the knights" and Kevin said "all clear on our end" and Ben said "Same here they must have heard I was coming." As he turned off communications channel on the badge I said "the forever knights have operated with you around before why would they change tactics now" and he said "I don't know maybe they're under new ownership."

Just as he finished saying that a ship almost hit the both of us off the building and landed in the back lot of the store where the group of aliens were waiting. Just then the badges started beeping rapidly and after a moment the forever knights were running along a building and into the fenced off area and after a while, they came in riding hovering bikes, tall horse-like things, and everything in between.

As they cornered the aliens Kevin charged in already covered in metal with Erza close behind him since she sliced her way through the fence. I heard Kevin said "hey tin men over here" and he threw a dumpster at one of the hovering bikes which caused it to explode and they swarmed around him trying to slice him into pieces with their new energy weapons.

He managed to counter a few of them but one of managed to slice his blade hand off and I jumped down and took over into my Satan soul form and charged in just as he managed to regrow his hand and I heard him mumble "Five good." Ben then charged down in his Upchuck form and Grey and Lucy burst out from the door to the shop while Natsu fell down to the ground.

I assumed he meant to do that since he landed with his fist on the ground which created a small indent and he charged in while two of the knights on they're hoverbikes when for Ben and were shooting lasers at him. He managed to eat a few of the lasers and shot it back at them which destroyed one hoverbike and the resulting explosion caused another small one which knocked the two forever knights down.

Gwen was covering the aliens that were escaping with a tunnel of mana and making it so they didn't get hit and as the shield broke another blast from one of the horse-like things shot at her only to be intercepted by Ben eating it. He shot it back which caused it to fall over and then as the second one moved in he wrapped his tongue around the legs and pulled causing it to also fall over.

Another knight was shooting lasers at Ben and Gwen only to knocked off his hoverbike by Natsu who punched him out cold. I landed near them and saw a tank charging toward us and I said "seriously is there anything they don't have" and the tank fired a large laser beam which Erza jumped in the way of in her adamantian armor however it broke through and hit all of us which almost knocked me out conscious but still left its mark.

The tank then shot at Grey, Lucy, and Lisanna which knocked them out and I saw Happy taunting the forever knights about not being able to get him only for him to get shot in the wing. He fell to the ground and was grabbed by one of the knights before I fell unconscious from the injuries from the tank.

(20 minutes later)

When I woke up I felt something metal around my wrists and I looked around and saw that everyone in the group were sitting with their backs to each other. I then saw Gwen break her own cuffs and then Kevin's who absorbed them and then broke Ben's who turned into NRG and Natsu broke out of his own and broke Lisanna's then the Lucy's while Grey froze his and broke them with ease.

Erza somehow managed to Requip them to her pocket dimension and then she broke Happy's whose were significantly smaller. One of the knights who had taken off their helmets said "Free or not your choice remains Ben Tennyson" and he said "then I choose single combat sir knight I challenge you to a duel."

He then changed back as the knight nodded and he said "if I win you let these aliens go free and leave the other aliens on earth alone forever." The knight said "and when I win you all die" and he got his helmet back on while already being on a hoverbike. Ben was selecting which alien to use and Kevin said "dude go for waybig that's be hilarious" and Ben said "no if this is going to work I have to do it with honor no tricks" and he transformed into spidermonkey and then evolved into Ultimate Spidermonkey.

As the knight readied his lance Kevin said "that's a kinetic lance he's got there it store kinetic energy" and Ben said "I got it watch out for the pointy stick" and he picked up a downed wooden pole. The knight who I had figured out by now was the leader said "for earth" and Ben said "for whatever" and they charged at each other. The collision knocked Ben back and caused him to drop the wooden pole and I heard him mumble "okay seriously watch out for the pointy stick" while he rubbed his chest.

The leader then charged again but Ben managed to jump over him and attach a web to the hoverbike and he pulled which caused the hoverbike to collide with the ground, the leader to fall off and drop the lance and the bike to explode. The leader took his helmet off and threw it aside and Ben said "sorry about your horsey" and the knight said "you insufferable little" while manifesting an energy sword.

He tried taking several slashes at Ben before managing to actually hit his shoulder and he tried to go for the finishing blow but Ben caught his hand. The knight said "my strength comes from the conviction of my beliefs and of course my powered armor." he then lit his hand up in a yellow glow and sucker punched Ben in the stomach which sent him staggering backwards slightly.

He then tried for another swipe with his sword but Ben grabbed him with both of his feet while staying up right with the four spider legs that were attached to his back. He threw the knight against the wall which caused him to drop the hilt of the energy sword which caused him to lose it for the rest of the fight.

He then shoulder rammed the knight into the wall which caused electric sparks from his armor and Ben said "it's over Driscoll yield" and he said "never knights" and the aimed they're laser blasters at the hostage aliens. Erza looked ready to jump in but Grey placed a hand on her shoulder and shook his head while Ben said "Stop it stop it or I swear" and Driscoll said "if you and your friends don't leave the planet right now my knights will kill the prisoners where they stand."

Ben then grabbed him and shoved him up against an undamaged part of the wall and shot one of his spider legs at Driscoll's head which just missed his ear by about a millimeter. He transformed back and said "maybe you've forgotten something I'm Ben Tennyson, wielder of the most powerful weapon in the universe I stopped the highbreed invasion, I've beaten Vilgax in hand to hand combat.

And I've beaten the forever knights more times than I can count here's what going to happen you're going to release these prisoners, you're going to crawl back to whatever hole you came from, and you're going to stop hunting aliens because I promise if you don't you'll regret it for the rest of your very short lives" and he thought about it for a second and said "Knights withdraw" and he bowed his head.

As they left Ben walked over to me and put his arm around my waist and said "so want to go eat" and I said "sure" and he took me to his car and we went to Burger shack.

 **Yet another chapter done in the next chapter we'll be going over the event of Ben 10 Ultimate alien season 3 episode 2 titled Simian says. I have a feeling that there will be some sort of Earthland action there but I don't know for sure. Anyway until next time this is Diamondholder signing off.**


	18. simian says

**Hello my fellow readers, writers, and people who have been enjoying this story so far I'm back with yet another new chapter. In this chapter we're going to be going over the events of Ben 10 Ultimate alien season 3 episode 2 titled simian says. I don't have anything else to add so without further ado let's get this show on the road.**

"Talking"

" _Thought"_

" **Yelling/Spell Name"**

(author's input, location change, time change)

Mira's P.O.V.

We were all in the Mr. Smoothie parking lot laying on cars that were left there or in Ben's and mine case on his car and Kevin and Lisanna were on Kevin's car. A couple of us were laying on top of the roof or to be specific Grey and Lucy were on top of Ben's car while Gwen and Erza were laying on top of Kevin's car and Natsu was on the trunk of Kevin's car sleeping with Happy on top of him.

Gwen was pointing out which direction various planets were and just out of the blue Ben said "do you guys realize it's been 2 days since someone tried to kill me, arrest me, or ask me for an autograph." A voice above us which I didn't recognize said "then allow me to apologize in advance for my timing" and out of shock we all got ready to attack incase this person attacked.

Ben had his hand poised over the Ultimatrix, I had transformed into my Satan soul form, Erza Requipped into her purgatory armor, Grey had his hands in typical maker magic stance, Lucy had grabbed two keys, Natsu had his fist ignited in flames, Happy was floating somewhat out of reach, Kevin was ready to touch one of the cars, and Gwen had her hands ignited in flaming mana.

Kevin said "well, well, well if it isn't the con artist formerly known as prince" and Gwen said "Wait Simian" and he said "Wait I can certainly understand your ire." Ben said "you lied to us Simian used us and sold us out to the highbreed." Simian said "and I'm sorry but things have changed and now I have no choice to but to humbly beg for your help oh great Ben Tennyson hero to all worlds."

Kevin and Gwen exchanged a look and Kevin crossed his arms over his chest and said "oh this is going to be good" and Simian said "the highbreed weren't exactly pleased when you caught onto my little deception before." Gwen said "you mean when you tried to tricked us into disabling the plumber's communication system so earth would be defenseless against the alien invasion."

Simian said "yeah that's the one I was able to distract them long enough to escape taking along with me a few valuables to compensate me for my troubles. I sold a certain item to a powerful client named Mizaru, a collector of unusual animals honestly, I was just trying to make a fair profit. I had no idea this would happen" and after he recounted what had happened Ben said "so wait you're telling me you willingly brought a xenocites to your home world and turned it lose on some crime boss."

Simian said "I didn't turn it lose he did and now the DNAliens are spreading all over in a few days there won't be a single unaffected arachnachimp left on the planet. I-I need your help" and Kevin said "not buying it nobody is that stupid" and Natsu said "but can we really take that chance a whole planet of innocent arachnachips turned into mutant monsters" and I heard Kevin mumble "never mind there is someone that stupid."

I said "Natsu it's arachnachimps not arachnachips" and Lisanna said "it won't hurt to check it out if he's telling the truth we need to do something about it." Kevin said "and if it's just another con" and Lisanna said "then he's all yours" and Kevin put a hand on his chin in a contemptive manner as if thinking of all the things he could do to Simian.

After getting on our ship and going to where Simian had his we were following him to his home planet since we had no idea where it was and as we were approaching the planet Gwen who was at one the monitors said "there's some E.M. interference ahead don't lose sight of Simian's ship." Kevin said "don't worry I have all our weapons locked on him in case he tried anything" and Gwen said "not exactly what I meant but okay."

Ben then came into the cockpit holding a gun and he said "hey look what I found the genetic repair guns we used to cure the DNAliens back on earth. Good thing we held onto these bad boys." I said "I just hope we have enough ammo to cure a whole planet" and Simian's face appeared on one of the wheels and said "we should go in cloaked the DNAliens have already taken over the planetary defense grid."

We were all carrying a genetic repair gun with us and as we landed, we were walking along what appeared to be a boardwalk like on a pier only in the trees. Ben said "it sure gets dark early around here" and Simian jumped down in front of us and said "the forest is always dark below the canopy." Kevin said "not much heat either" and Simian said "that's not normal it certainly never snows here" and Gwen said "probably weather machines the DNAliens like it cold."

The Ultimatrix started beeping and Ben said "hold up the Ultimatrix had detected something" and Natsu some DNAliens for us to beat up." The Ultimatrix then said "matrix core detected within range version code Unitrix" and Ben said "Unitrix Eunice is here." Kevin got in Simian's face and said "okay monkey boy spill" and he said "I don't know and if it doesn't have anything to do with saving this planet then I don't care."

Ben said "that's were we differ before anything else we find Eunice" and the Ultimatrix repeated "matrix core detected within in range version code Unitrix" and Ben said "this way" and the Ultimatrix started beeping slowly at first and picking up in speed. After a few moments of running along the sky boardwalks we ended up on a piece of non-wooden ground.

The Ultimatrix said "you have arrived at matrix code version code Unitrix ending route guidance system" and we looked around and saw that Eunice wasn't here. Ben said "I don't get it this says she's right here" and Simian said "directions different in the trees you're thinking in two dimension" and then rustling could be heard above and he said "look out."

Slime balls were heading right toward me and Ben and Simian tackled us to the ground to avoid us being hit with the stuff and then we were surrounded by DNAlien arachnachimps. Lucy said "well there's something you don't see everyday" and Grey said "unless of course your us" and Kevin said "still doesn't prove Simian's on the up and up it's got to be a trap."

He pulled out both of the GRG out of the holder on his back and started firing at them as did the rest of us however the shots weren't working. The DNAlien arachnachimps started returning fire with their slime balls which we were breaking apart with the GRG's and Ben said "the genetic repair guns aren't working" and Kevin said "you think."

Gwen just dropped hers and started shooting mana disks at the arachnachimp DNAliens and I transformed into my Satan soul form and started taking them out with half-strength soul extinctions. Kevin dropped one and Simian said "forget it Levin those things are useless" and Kevin said "for shooting maybe" and he absorbed the metal and charged into the fray with his hands formed into mallets.

Erza requipped into her flight armor and was taking down the DNAliens fast as they came, Lucy had summoned Loke and Taurus, Lisanna was in her take over cat form, Grey was freezing the DNAliens feet, and Natsu was knocking them back with his fire blasts. Ben must have somehow activated the command function on the Ultimatrix because he said "Ultimatrix revert DNAliens to arachnachimps."

The Ultimatrix said "insufficient power for this operation" and Ben said "what" and tried rephrasing it "repair genetic damage to arachnachimps." The Ultimatrix repeated "insufficient power for this operation" and as he was fiddling with the Ultimatrix I heard Simian say "they're not taking me without a fight."

Gwen said "no where to run huh" and he said "sometimes a chimp gets cornered what can you do" and he went and knocked a few of them out. Ben then said "man I miss my old Omnitrix got enough power for this" and he transformed into Terraspin and when the DNAliens shot they're slime balls at him he responded by throwing a tornado they're way.

As I was knocking down more of the DNAlien's I heard the Ultimatrix say "parallel signal interference detected Ultimatrix resetting." Ben then said "are you kidding no bars cancel, unreset, I mean Ultimatrix abort reset code ten" and the Ultimatrix said "that function is not available." He then transformed back and said "Stupid Ultimatrix" and before I could get to him DNAliens surrounded him.

I looked around as I was firing the soul extinctions I looked around and saw that everyone else was also busy with they're own batch of DNAliens attacking them. Looking around gave the DNAliens the advantage over me that they needed and they managed to lock me down onto the ground with they're slime and then they covered me completely except my head.

As I was struggling to get out of it I felt my transformation drop back to my normal look and most of the DNAliens that were fighting me went to help they're comrades while three kept guard around me. as the DNAliens around him were about to attack Ben was fiddling with the Ultimatrix and said "come on what interference from where" and then Eunice jumped in and kicked one of the DNAliens and knocked it back into two others.

Then she performed a few fancy martial arts moves and knocked the rest of them out cold and I muttered "someone's learned something new." She landed and said "Ben am I glad to see you" and he said "same here only your unimatrix is interfering with my Ultimatrix if you're absorbing powers I can't change" and she said "never change" and gave him a kiss on the cheek.

That was enough to anger me enough to build up the magic power needed to bust out of the slime prison and I called out **"retreat we can't win this as we are"** and just to prove my point Lucy had collapsed from using too much magic power but Loke was still here. I could only assume that he was using his own power and he grabbed Lucy and Grey was holding his maker magic position and said "this way."

We all went that way and he called out a final spell **"Ice make: wall"** and a huge wall that was at least 20 feet thick and 20 feet high and he said "that should prevent them from getting through for a while." As he said that the DNAlien arachnachimps started climbing over it and he said "oh I forgot they could do that."

Gwen said "get behind me" and we all turned to where she was and saw that she was creating mana platforms for us to run over the forest and Kevin who was somewhat in them middle said "trap, trap, trapity trap I told you guys." And we looked back for a moment and saw this thing that was in the water jump up and destroy part of the bridges and take a good bite out of the platform we were standing on.

Ben said "what was that" and Simian who was behind us said "rootshark all the activity up here attracted it like almost every predator on this planet they consider arachnachimps a delicacy that's why we keep to the tree tops." As we got a somewhat safe distance from where we were Simian turned to Eunice and said "why is that you fight so much like an arachnachimp."

She said "because I'm a Unitrix I can take on the powers of whatever creatures are near me" and he said "like a living Omnitrix" and Kevin then spoke up and said "now he's trying to figure out how much he could get if he sold you." She said "Follow me" and led us to a hole in a tree that was covered in vines and inside there were two arachnachimps and one of them was holding a baby one."

The one who I assumed was male since I assumed the female had a flower in her hair said "Eunice thank goodness you're back." Eunice said "this is Haplar and his family other then you friend here, they're the only unaffected arachnachimps I've seen in a few days. I came here investigating irregularities in the arachnachimp DNA in the codon stream on primus but as soon as I got near the planet my ship was blasted out of the sky.

I didn't even have time to grab my equipment before I was captured, they brought me and what was left of my ship to they're leader Mizaru. Mizaru didn't know me but he recognized my ship as Galvan and decided to hold me for ransom I had to get out of there to save the Arachnachimps from pending extinction.

I've been on the run ever since I met up with Haplar a short time later and I've been helping them stay hidden and getting food. But we can't hold out much longer they may already be the last of they're kind" and Ben said "we came here to help but I'm not sure how the DNA repair guns we brought from earth didn't work."

Eunice must have been brought up on technology that was created on earth since she said "those guns were build to restore Human DNA so naturally they wouldn't have any effect on arachnachimps. As for the Ultimatrix Azmuth gave me a one-way subspace link to Primus so I could upload DNA samples." I said "parallel signal interference so that's why the Ultimatrix wasn't working" and she said "oh sorry I'll shut it off."

After a moment the Ultimatrix said "link to primus reestablished all functions available" and Ben said "that's more like it now I can cure the DNAlien arachnachimps." Eunice said "no you can't the Ultimatrix doesn't have that capability" and Natsu said "so what are we waiting for we get to your ship, zap the mutant monkeys back to normal, and we're home in time for dinner."

Eunice said "I was hoping you'd say that come Haplar it's time" and I said "hold on a sec why does he have to come with us" and Eunice said "because I need an original DNA sample for my equipment to work Haplar volunteered." Simian then said "you stay with your family Haplar this mess is partly my fault anyway" and Grey said "try all your fault" and he ignored Grey and said "I'll provide the DNA sample."

After following Eunice for about 20 minutes we got to where her ship was and as we were peeking over the top of the log or whatever Gwen said "I don't like the look of those guards." Kevin said "hideous mutation will do that to a monkey" and then Mizaru said "Ben Tennyson come forth and face me" and Ben said "how does he know I'm here."

Lucy said "he can't possibly know that he must be bluffing" and then he said "I know you're here Ben Tennyson Haplar told us you were coming." Eunice said "no" and Mizaru said "come forth and surrender all of you or watch Haplar and his family become one with my DNAlien hive." Ben then climbed up and said "leave them alone" and Mizaru said "and the others" and Natsu said "yeah we're here as well now let them go."

Mizaru said "it's a shame that sniveling coward Simian isn't here to see this the end of the remained of our kind. After all he's the one who made it all possible, he's the one who granted me unlimited power over then entire planet." Mizaru then nodded to the three DNAlien's holding those xenocites things and they went over toward Haplar's family and in mere seconds they were turned into DNAliens as well."

Ben said "we had a deal" and Mizaru said "and what possible reason would I have for keeping a deal with you Ben Tennyson I hold all the power you have nothing." Ben then said "I have this" and he transformed into Swampfire and shot fire at the DNAliens which caused the whole log we were standing on to catch fire where they were standing before dodging.

Gwen then broke free of the DNAliens that had grabbed her and put up a shield around the fire and slowly pushed it down thus putting it out. She said "stop it Ben you'll burn the whole forest down" and he said "okay then we'll go green" and he threw seeds from his shoulder onto the ground and entangled some DNAliens that were charging at us.

Kevin managed to knock the ones holding him away and absorbed the wood and then broke Lucy, Lisanna, and myself out while Natsu managed to knock out the ones holding Grey, and Erza. Eunice was having some trouble and the two that were holding her threw her into the small pool that was holding the xenocites.

As she landed, they swarmed all over her and pulled her under and soon she emerged only instead of normal she was now a DNAlien. Ben said "no" as she charged at him and sliced his arm off with her hand but he quickly regrew it and trapped her in some vines. He said "Eunice the xenocites have altered your mind you can't let them control you" but, she broke out of the vines and tackled him to the ground as she remained upright.

Gwen and Kevin were fighting back to back and Gwen must have noticed that DNAliens had Simian and said "Kevin you've got to save Simian" and he said "Are you kidding." She said "we need his DNA he's the only arachnachimp left" and as the DNAliens threw him into the small pond thing Kevin pulled him out and he said "Thank you."

He said "don't once we don't need your DNA anymore, you're on your own dude" and back to the fight between Ben and DNAlien Eunice as he trapped her in more vines he managed to get away. only to charged back in and grabbed her around her waist and pinning her arms to her sides and I heard him say "this is either Genius or the worst idea I've ever had."

He released his hold keeping hold one of wrist and pushed the button on the back of her neck and as she was turning back into that core he pushed the Ultimatrix which shot out a beam that collided with her as she was changing back into the core. Ben turned back and I heard the Ultimatrix say "Ultimatrix power depleted entering recharge mode" and he pushed down on the top of the core and it turned back into normal Eunice."

He said "Genius" and she said "thank you Ben" and as Xenocites were scurrying toward Simian and Kevin Gwen put up a shield protecting Simian and Lisanna said "clear us a path to the ship" and he said "and you say I never take you anywhere." He took on the DNAliens that Gwen was keeping off of them and Gwen and Natsu were heading toward the ship."

As Eunice and Simian entered the ship Natsu said "get in there your smarts are probably needed in this case" and she said "okay but if you need help" and he said "I'll anger Erza." Mizaru then went into the cave off the log we were on and Ben said "I'm going after Mizaru" and I said "I'm coming with" and I faintly heard Natsu punching DNAliens and Kevin knocking more down from behind him.

As we got into the inner part of the cave Mizaru's voice echoed around us and said "you really don't know what you two are dealing with" and Ben said "I've fought your kind before. Just another highbreed slave who doesn't know his masters have been defeated" and Mizaru said "is that what you think the xenocites queen tried to control me but I was too strong.

I control it I control all" and Ben said "so what does that make you queen Kong" and he said "it makes me more then DNAlien more than Mizaru I am the sum total of every arachnachimp on the planet. I am your doom" and I said "do you know how many people have said that to us" and he said "nope but since you're both still around I am guessing that they were bluffing."

I turned into my Satan soul form and said "more like they underestimated us and lost" and Ben transformed into Spidermonkey. Mizaru said "one scrawny chimp against the power of this entire planet that's your plan" and Ben said "not really a plan per se more of a guideline really." Mizaru charged at us and Ben managed to dodge it while I flew up to avoid him and then Ben landed on his head and caused him to get on all 6 of his appendages.

He then broke off a part of a wall and threw it Ben which caused him to shoot a web onto the ceiling and avoid it. Mizaru said "you are no match for me I control the DNAliens through nothing but my force of will" and Ben said "your mother must be very proud." He said "she was one of the first to be transformed" and I said "really" and he turned to me and I shot a full power dark eraser at him which he managed to power through and come right at me.

As he jumped up and delivered a double fist axe strike which knocked me down and out of my Satan soul form Ben transformed into Ultimate spidermonkey and said "don't you dare." Mizaru got in a few good punches before Ben grabbed his fists and threw him on what I assumed he used as a throne and webbed him to it.

Ben then said to him "I know embarrassing" and Mizaru broke free of the webbing before charging at Ben again and then he caught his fist and punched him on the head. He then swung him around a few times before letting him go and causing him to crash into the steps leading up to the throne. Then a white flash went over us causing Ben to turn back and the xenocite to leap off of Mizaru.

Everyone then came running in and Kevin said "looks like you've been doing some redecorating nice" and then Simian went over to some rubble and picked it up revealing the Xenocite queen. He must have been thinking about what Mizaru said before slamming the rubble down on it and killing it and Ben said "you know something Simian you might just turn out to be a prince after all."

I was honestly surprised that since he seemed to be a con artist that he didn't take the power for himself but him killing the xenocite queen made him seem less like a con artist and more like a hero. As the rest of the arachnachimps were walking back to wherever they lived Mizaru stood on the bridge and said "Ben Tennyson you have made a dangerous enemy this day mark my words you have not heard the last from Mizaru."

Then one of the rootsharks from before popped up under him and ate him and then Gwen said "now we've heard the last from Mizaru." We all got on the rustbucket three and as we were leaving the planet Eunice said "you're sure you don't mind taking me back to Primus" and Kevin said "nah it's only a few hundred light years out of our way."

Gwen said "or not Azmuth moved it remember" and Eunice said "that's okay I'll drive" and Kevin got a pained look on his face as if he wasn't really wanted to let her. Ben said "don't mind him he's just cheesed that I was right about Simian and he was wrong" and Kevin turned around and said "this time maybe but a leopard doesn't change it's spots and an arachnachimp doesn't change its blue fur stuff."

Grey said "I don't know Kevin he could have taken all that power for himself but he turned it down I think everything that happened along with almost losing his entire race got through to him." Lisanna must have had a realization and said "hold on what happened to those GRG's" and I said "okay maybe none of this got through to Simian."

 **Yet another chapter done in the next chapter we're going to be going over the events of the Ben 10 Ultimate alien season 3 episode 3 titled greetings from techadon. Now some of you maybe be wondering what GRG means since I used it a few times in this chapter. What it literally means is Genetic repair guns and since I didn't want to have to use it so often, I decided to abbreviate it.**

 **Anyway, I've got nothing else to say so until next time this is Diamondholder signing off.**


	19. greetings from techadon

**Hello my fellow readers, writers, and people who have been enjoying this story and my other ones so far, I'm back with yet another new chapter. In this chapter we're going to be going over the events of Ben 10 Ultimate alien season 3 episode 3 titled greetings from techadon. I don't have much to say so without further ado let's get this show on the road.**

"Talking"

" _Thought"_

" **Yelling/Spell Name"**

(author's input, location change, time change)

Mira's P.O.V

We were all at the Mini golf course and Kevin had just hit his ball into a hole and Lisanna who was jotting down everyone's scores at each hole looked at him as he kissed his hand which he was morphed into a golf club. Lisanna said "I can see you're having fun" and Kevin said "nah fun was the 14th hole remember that miracle shot I made off of Abraham Lincoln's face" and Lisanna said "you mean through his face."

He said "Video or it didn't happen" and she said "I still think you should be penalized two strokes" and he said "it's just a game why can't you just relax and have fun with it" and she said "because some of us take games somewhat seriously." I walked over to them and said "me and Gwen are two strokes up last shot is Ben's" and he was fiddling around with the Ultimatrix.

I cleared my throat kind of loudly and said "if it wouldn't be too much trouble" and he said "huh no trouble at all what am I doing never mind I'll figure it out." I leaned closer to Lisanna and whispered "we're winning and Ben's on the death hole there's no way we can lose" and Lisanna said "against Ben are you sure about that."

He placed his ball down on the matt that was there for the specific purpose of started hitting the ball on and then looked at the hole in front of him and activated the Ultimatrix and transformed into Brainstorm. After a moment of his brain working, he said "why this is nothing more than a straightforward puzzle.

I posit that a simple application of physics and angular mechanics should provide a more than adequate solution or in more colloquial terms" and he paused for effect. "game over" and I said "I think that Ben turning into one of the smartest creatures in the galaxy is actually cheating since none of us could do that."

Lucy turned to us and said "actually if one of us were to study enough in our life time we could potentially do that but it's not very likely." He said "winning it's what I do" and I said "how about a best two out of three right now" and then the course started shaking. He said "vibrating the course hardly sporting almost as déclassé as driving a ball through our 14th president's proboscis."

Lisanna said "we're not doing that" and he turned around and a Techadon pushed some rocks out of the way and Gwen said "A Techadon" and Kevin said "always good news." I said "I would still like that rematch" and Ben said "if memory serves our previous Techadon had a weakness a weakness for" and transformed into Goop.

He tried going for the Techadon only for his anti-gravity projector to get shot and Kevin absorbed the metal of the bench we were near and went into attack it with Natsu running right beside him with his fists ablaze. Kevin got a few hits in before being swatted away and then the Techadon started trying to do the same to Natsu only for him to dodge each strike.

As the Techadon stopped momentarily Natsu said "okay tin man it's my turn" only to be uppercut in the chin and sent flying behind us. Erza requipped into her strongest armor which consisted of baggy pants that sported a flame design, mere bandages covering her cleavage, and two katanas. I turned into my Satan soul form and charged at the Techadon right next to her and our rivalry from when we were kids started showing itself.

She said "don't slow me down" and I said "I was going to say the same to you" and she attacked it head on cutting a hole where it's stomach would be if it were a human and I shot an evil explosion where that hole was. As the smoke cleared the Techadon was still standing and then swatted the both of us away as well and Grey and Lucy were the next ones to try.

As Grey charged, he called out **"ice make: Floor"** and it worked like a charm since he was charging at the Techadon the Techadon did the same and slipped on the ice that he created. Lucy had already summoned Loke and Taurus who went in while the Techadon was off balance. However, that proved useless as the Techadon quickly gathered it's footing and blasted holes through both of them sending them back to the spirit world.

Gwen and Lisanna joined hands and shot a destructive combination blast which did very little other then send the Techadon skidding back slightly and then it shot a larger laser from its whole hand instead of just it's fingers. The blast was so strong that although they were alive thanks to a quick shield by Gwen, they were both knocked out cold from the power of the blast.

As it walked past us Kevin said "its not after us its after Ben it only attacked us because we stood in the way of it." Ben had then reformed Goop's body and said "Goop worked on you once it'll work on you again" and as it was about to punch Ben Gwen managed to get up and form a shield around him. As the Techadon broke through and was chasing Ben who was actually running away this time Kevin jumped to the tower on the course and absorbed the metal from it, ripped it from the ground, and threw it at the Techadon's back.

That seemed to have worked since it created a hole where electricity was sparking around before causing a small explosion. He looked over the ruins of it before grabbing something and walked back to his car with it after putting it in the trunk. I said "what is that thing" and he said "the Techadon's control module" and Lucy said "maybe there will be a record on there of who programed it to go after Ben."

Kevin said "I'll get what data I can and then safely dispose of it" and Lisanna said "why do you say safely dispose when everyone here knows you've already lined up a buyer" and he said "Because it makes me sound less greedy." I said "we'll have our rematch after we find out what's up with this Techadon seemingly randomly attacking."

We went to Mr. smoothie's (surprise, surprise) and I ordered a strawberry banana, Erza ordered a straight strawberry, Natsu a new addition to their menu the flaming purple cow, Lisanna ordered a grape, Grey ordered another new addition to the menu called the frozen snowball, Lucy got a strawberry kiwi, Ben got a banana raspberry, and Gwen got a banana apple.

As we were thinking about the golf game I said "why did you insist on using the Ultimatrix to win a simple game" and he said "Because I'm use to winning." I said "okay follow up question why does it seem like you always have to win" and he said "that's not true" then thought about it for a second "okay maybe it is."

Gwen then said "that summer riding around with Grandpa in the rustbucket you never seemed to take anything seriously but in the end everything would work out for you in the end I hated that." Ben said "in my defense I was 10 years old I'm way more mature now" and was finishing off his smoothie. Gwen then continued "it took a while but I eventually figured out that you work hard at what you do" and he interrupted her by throwing his cup at a garbage can and it going in and him saying "Swish."

She then finished "you just make everything look easy" and he said "Back when were kids did you ever think we'd become friends" and she said "no I thought you were going to drive me insane me or Grandpa." He said "one-time Grandpa told me that when I was old enough, he was going to give me the rustbucket I'd have to drive it to school every day, take my date to prom in it, I was totally convinced."

Gwen said "I know pranking you was my idea" and he said "it was that was downright evil I spent a week stressing out of my mind" and Gwen said "but in the end you got the last laugh. Now you're 16 and you have a cool sports car, so does Kevin, in fact everyone has a car except me everywhere I look all I see are cars."

I said "first off none of us have a car and second the reason you only see cars at this point is probably because of the fact that we're in a parking lot." I vaguely heard her in good spirits mumble "smartass" and Ben said "if you want a car then I've got an idea" and she said "not the rustbucket" and he said "then I've got nothing."

After a moment he said "you could drive mine sometimes if you want" and as she was about to respond Kevin pulled up and said "Bad news that was no ordinary Techadon." Ben said "it looked just like the ones we destroyed before and does it matter we smashed it." Kevin said "those were ordinary off the shelf models anyone could buy this was a custom job created by the weapon masters of Techadon it must have cost a fortune someone's put a hit out on you."

I said "that sounds ominous" and Ben said "I'm not worried" and Kevin said "you should be the Techadon's will keep coming, each one stronger then the last and they won't stop until you're destroyed." As he said that a large fire started up behind the rows of cars and a Techadon stepped out of the flames.

Ben said "I'll take it down with Goop" and was about to turn into Goop only for Lucy to put an arm in front of him and said "that's a bad idea this one will be harder to stop." He said "they're not that tough they're big brute robots and I got my own big brute" and he transformed into Rath. He said "let me tell you something custom made Techadon robot specifically designed to destroy me.

You may be big but Rath is even bigger" and the robot walked up to him and was way taller then him and Rath said "except for the part where you're taller and heavier then me but that doesn't matter because the bigger, they are" and he was cut off by a laser blast from the Techadon. He got blasted in the building and said "Rath forgets how the rest of that goes" and walked back up to the robot.

"the bigger they are the harder they fall that's what Rath was going to say by that logic you being bigger then Rath is a disadvantage." I said "what logic is there in that" and Gwen said "it's Rath just go with it" and Ben leaped across cars and grabbed onto its shoulders before headbutting it. As he was dazed for a moment the Techadon shoved him off and formed its hand into a laser blaster and Ben just barely managed to use a car as a shield from the blasts.

As the Techadon realized that small laser blasts wouldn't work it gathered energy in both hand blasters and shot them which created a large blast that Ben just barely managed to get out of the its path. He then looked back at Mr. Smoothies and saw that it had a huge hole in it and then a few seconds after he realized it the whole building collapsed.

Grey said "they're really going to stop letting us hang out here if this stuff keeps happening" and then he noticed the look on Ben's face. Since I'd seen that look too many times to not know what it meant I knew that the Techadon really shouldn't have done that. Ben then turned to the Techadon and said "you-you broke Mr. Smoothie" before charging in with a battle cry.

He then got a few hits in on the Techadon before flipping it over him and sending it flying into the rubble and then he walked up to it and started another one of his dialogues. "Let me tell you something custom made Techadon robot designed specifically to destroy me you can hurt me, you can hurt the things I can stand for, you could even hurt my feeling if I had any but no one and I mean no one hurts the smoothie."

He was hitting it where its head was with each thing and the Techadon managed to dodge the last one only to hit Ben and manage to get up. Ben then started doing a usual with Rath wrestling moves and calling them out. "cosmic clothesline" and he charged forward and punched it "Ophiuchus suplex" and he flipped the Techadon to the ground over his head with the Techadon's head hitting the ground.

As the Techadon was about to grab him he jumped over it and said "Flying Ophiuchus suplex" and he climbed up the Mr. Smoothie sign and said "from the top rope ursa major body slam" and slammed the Techadon to the ground and then got pushed off and he grabbed the arm and flipped it onto the ground and then called out another I'm pretty sure made up wrestling move "Reticulum armbar" and as they were wrestling on the ground Natsu said "I'm not sitting aside any more."

He charged in with his fists ablaze and I said "we may as well back him up" and I turned into my Satan soul form, Erza requipped into her purgatory armor, Lucy summoned Virgo and Gemini, Grey formed a hammer with his maker magic, Lisanna turned into her cat form, Kevin absorbed metal from a car that had miraculously survived Rath's rage, and Gwen formed mana disks on her hands.

Gemini floated over to Rath and tapped him on the shoulder and in a puff of smoke turned into another Rath and grabbed the other arm of the Techadon. Virgo then popped up under the Techadon and held its feet in place, Grey brought the hammer down on the Techadon's head which it just shattered and Natsu jumped up and called out **"dragon slayer secret art: fire dragon's brilliant flame"** and that caused a small bit of the Techadon's head to melt slightly.

I shot a dark eraser at it's back and Erza sliced away at its front while Lisanna was creating holes in the back for the dark eraser to damage its internal components, and Kevin assisted Gemini in holding the Techadon's other arm while Ben actually managed to rip the arm he was holding off. Gwen then shot mana tendrils into the Techadon's body which caused it to stagger closer to Ben and he grabbed the arm that he ripped off and smashed it into the head of the Techadon which knocked it down and he said "and stay down."

As he changed back and Gemini and Virgo went back to the spirit world and we dropped our combat outfits Kevin was searching the Techadon for any salvageable parts and Ben said "you couldn't find out who's sending them it wasn't in the Techadon's memory." Kevin said "custom jobs remember" and Gwen said "then why don't we pay a visit to these weapon masters of Techadon they must have a record of who they sold these things to."

Kevin said "doesn't work that way no body talks to the weapon masters someone pays a lot of money for a mobile Techadon fabricator. It keeps churning out killer robots until the job is done" and Ben said "so we find that fabricator" and Kevin said "the control console might be transmitting back to it." I said "then why don't you six find the fabricator before another shows up" referring to Ben, Kevin, Erza, Natsu, Grey, Lisanna and Ben said "what are you going to do" and I said "I'm going to find out who ordered the hit."

Kevin said "Can't be done" and I tossed the piece of tech whatever it was in the air for him to catch which he did and said "We'll see"

(later in a space bar)

After flying the rustbucket to some bar where I assume a good portion of aliens come to since it's still open, we go in and I said "how are we going to find out if anyone knows anything." Gwen noticed someone and I looked in the direction and saw that it was Volcanus and Gwen said "I think I got our first lead" and we walked over to him.

Without even looking at us he said "well if it isn't little Gwen Tennyson and the she-demon herself what brings you two out to these parts." Gwen said "I think you did Volcanus did you hear that someone put a hit out on Ben" and he said "tough break for Tennyson any clues to the perpetrator I mean the list of people that want him dead is awfully long."

I said "true but the list of people who hate him and can afford a custom Techadon fabricator is a lot shorter" and he said "yeah I'm stinking rich aint I." I said "you better call it off" and slammed a fist on the bar and stopped drinking whatever it was he was drinking out of surprise. He then said "couldn't even if I wanted to it's auto programmed it won't stop until Ben is gone" and he went back to drinking whatever it was that he was drinking.

After a long drink he said "if I were you, I'd go home and spend some quality time with Ben your final moments with him as for me I'm going to stay here and celebrate." Then a voice that I could never forget unfortunately said "I couldn't help overhearing your situation" and I said with I was sure a bit of malice in my voice "Argit."

He then said "hanging out here while the Techadon's hunt Ben down Volcanus you are one trusting guy" and Volcanus said "Trusting" questioningly. Argit said "your missing all the action when Ben bites the big one if he bites it" and he went back to looking at a menu. Volcanus put a finger on the menu and pushed it down to the bar and said "what do you mean if" and Argit got a smirk on his face.

"well let's face it Tubby Ben Tennyson has gotten out of his fair share of impossible situations before" and I said "this is none of your concern so why don't you just butt out." He said "I'm just saying that if I spent that kind of dough, I'd want to see for myself that I got what I paid for but uh you know that's just me."

Volcanus said "your right I need to see it" and Argit said "yeah make sure" and he said "make sure" and he stalked out of the bar. As Volcanus had gotten out of sight Argit said "you're a natural have you ever considered career in the fast-paced high profit world of the professional con artist." I was shocked since I wasn't acting and Gwen said "thanks for you help" and held out some gems for him and he took it and was counting it and said "any time red."

After getting back to earth we were heading to where Volcanus was at and when we stepped up to Kevin he said "did you figure out who ordered the hit." I just pointed up at where Volcanus was sitting and he was cheering or something "boo, boo weak sauce Tennyson weak sauce" Kevin said "it's only focused on Ben try to get between them" and we all charged in with Erza, Lisanna, and myself turning into our forms Erza one of her outfits with the twin katanas, Lisanna into a creature that was from some planet we've been on before, and myself into my Satan soul form.

Gwen tried shooting mana disks at it which it easily blocked and Kevin jumped up and tried to get on top of it to pull it's head off only to be punched in the stomach which kept him in the air and kicked into a building. I said "that's one maneuverable robot" and Natsu said "stop admiring it's flexibility and fight" and he ran in with his fists flaming only to be stopped by the Techadon holding out a fist and Natsu running into it face first.

Grey then called out **"ice make: Lance"** and that created small holes but they almost instantly fixed themselves and he said "okay then **ice make: Floor"** and as the ice was spreading across the ground the Techadon rose it's foot up to reveal spikes on its feet which kept it from slipping and sliding." I was shooting a few dozen Dark explosions which caused a bigger hole then Grey's lanced had done and I said "it's weak spot is exposed go for it."

Erza then jumped in and cut some of the parts only to be knocked away as the robot completely fixed itslef as the Techadon tried to finish off Erza and Kevin Gwen got in the middle and put up a shield that blocked the laser blast entirely. The Techadon then sent an explosive at them only for that to bounce over the shield and blow up the wall behind them.

Ben then transformed into Ultimate Echo Echo and sent some of the sonic blast disks from his arms and legs to distract the Techadon and he walked over to where we had regrouped and said "any idea how to beat it." Gwen said "no and even if I did there will be another one they'll just keep coming and coming" and Kevin said "if it makes you feel any better after it finishes you off I'm going to pound Volcanus like no one's business."

Ben said "that does not make me feel any better hold on how does the Techadon keep finding me" and Kevin said "visual lock." I said "but it wouldn't be on your face since you keep transforming but it still knows you no matter what." Ben must have figured out what it was targeting him through and said "I can't beat it so I'm not even going to try" and he transformed back.

He then took his jacket off and Natsu said "what are you doing" and he said "something clever" and he wrapped the jacket around the Ultimatrix. When the Techadon had destroyed the sonic disk generators he was looking around and Ben said "it was targeting me through the Ultimatrix no Ultimatrix no target."

He then said to Kevin "you still got your old ID mask" and he said "yeah just a sec" and he ran back to the car and grabbed it and we all headed up the ladder that Volcanus had used to get on top of the building. Volcanus was beyond annoyed considering I heard him say "no don't just stand there Tennyson is right there right there" while pointing and then he threw a stone at the Techadon's head.

As we got up to the roof he said "you have got be kidding" and Ben said "you don't look happy to see me" and he said "how did you do that what did you do." Kevin said "Techadon's are killers but they're not really known for their smarts what did you expect" and he said "I spent enough money on that thing to buy a small solar system what did I expect I expected it to I don't know destroy you."

Gwen said "maybe you should go back and get a refund" and he said "don't tell me what do to" and she said "or what you'll send a Techadon after me" and Kevin said "burn." Volcanus then said "this isn't over" and Ben said "you know where to find me I'm ready any time." He then started climbing down the ladder and Kevin put the ID mask on his back and said "no hard feelings right Volcanus" while faking as if just a pat on the shoulder.

Volcanus said "get your hands off of me" and Kevin said "just trying to be friendly sort of" and the ID mask took the shape of the Ultimatrix symbol. He then noticed the Techadon looking right at him and said "what are you looking at me for" and then it aimed it's blaster at him. Volcanus looked at us and said "what did you do" and Ben said "tag you're in" and we all backed away from the ladder which was destroyed along with part of the building.

He then flew off to escape the Techadon and as he was flying away with a jet boot function of his outer body he said "Tennyson I wish I could hate you to death." Kevin said "We got Lucky" and Ben said "I wasn't worried I figured I'd get out of it somehow" and he unwrapped his jacket from the Ultimatrix and put it on and said "we should probably be getting back."

He then tossed his keys to Gwen who caught them and said "you drive" and we all went to the cars and back to the Plumber's base.

 **Yet another chapter done in the next chapter we'll be going over the events of Ben 10: Ultimate alien season 3 episode 4 titled the flame keepers circle. I don't know if that will be any different then what it is in the orginal series but we'll find out I guess so until next time this is Diamondholder signing off**


	20. double or nothing

**Hello my fellow readers, writers, and people who have been enjoying this story and my other ones so far, I'm back with yet another new chapter. In this chapter we're going to be covering the Ben 10 Ultimate alien episode titled double or nothing. I know that in the last chapter I said we'd be covering the episode titled the flame keeper's circle but honestly the only thing about that which actually makes sense is the reveal of Vilgax.**

 **Confused yet well the reason the reveal of Vilgax is the only thing that makes sense is because of the simple fact that Julie doesn't play a vital role in this story so therefore it would be kind of weird to have Ben trying to convince her about the flame keeper's circle being wrong or whatever so I mean it would make more sense to reveal them and Vilgax in the episode where Vilgax gets old George's sword.**

 **Anyway, with nothing else to add let's get this show on the road.**

"talking"

" _Thought"_

" **Yelling/spell name"**

(author's input, location change, time change)

Mira's P.O.V

All of us with the exception of Ben were in burger shack having a bit of a late-night snack since we were pretty much unable to sleep with all our late-night missions lately. As he was finishing the burger, he got Natsu must have noticed Gwen just poking at the chili fries she got with a fork and said "you going to eat that" and she just put the fork down and slid it over to him.

As he started eating them Ben finally came in and I said "where have you been" and as he slid into the booth right next to me, he said "got stopped by some fans." Grey said "just how long does it take to sign a few autographs" and Ben said "it's the least I can do for my adoring public" and then Kevin must have noticed something on the TV behind us because he said "you mean your paying public."

Ben said "my what" and Kevin just pointed at the TV behind us and Ben turned around and there was an ad on which was in a bold green color. It said "experience the excitement" and showed an image of Big Chill floating down in front of it "share the adventure" and showed an image of Swampfire burning the word adventure and absorbing the flames before shooting it out again.

"feel the power" and showed an image of Humungosaur sliding in and punching the word power into piece and then cut to a scene of Ben punching the air with a spotlight on him. The ad continued "see the world's greatest hero on a stage near you it's Ben 10 live" and Grey said "Hey Ben looks like you got your own show" and when I looked over at his face, he had a look that was a cross between horror and excitement."

As we drove back to the plumber's base to get the rustbucket 3 Gwen was looking up where the earliest show would be and when we got into the rustbucket 3 Kevin started driving toward the place. As we were in the air Ben was pacing back and forth and said "I'm telling you it's just wrong" and Kevin said "pretending to be you in a stage show for money it sure it unless they pay you."

Ben said "right" and then realized what he agreed to and said "I mean no I mean, aren't there laws about this facial copyright or something" Lisanna was looking something up on one of the consoles and said "according to they're website the show sells out everywhere it plays people are driving miles to see you."

Erza said "kind of seems like a compliment" and Ben said "Compliment did you see that guys hair" and I said "wow okay nice to know you've got your priorities in order." We landed the rustbucket 3 in the middle of the parking lot which set off most of if not all of the car alarms and we ran to the front door and Natsu said "has it started."

The guy who checks ticket and whatnot said "no but we just closed the door may I see your tickets" and Ben pushed Kevin aside slightly and said "tickets uh hello" while pointing at his face. I pushed him somewhat back and said "sorry about that we've had kind of a long flight we'll take 9" and the guy said "sorry but that's impossible it's sold out."

Ben then just transformed into Armodrillo and roared at the guy and he said in a frightened but still pompous voice "go right in." as we just sat down a voice over an intercom said "ladies and gentlemen welcome to the nemesis towers resort celebrity theater and to tonight's special presentation of Bentravigansa."

As the curtains parted on what appeared to be a backdrop of the moon a stereotypical UFO was floating above the scene and the actor had a really bad costume of Vilgax on and said "Attention, earthlings I am Vilgax the conqueror, here on my moon base, on the moon surrender or I shall destroy you." Lucy then quietly whispered "there have been no records of Vilgax having a moon base" and Lisanna whispered back "just go with it."

Then a voice off stage said "not so fast Vilgax nobody is destroying anything so says I Ben Tennyson" and the actor who looked pretty much exactly like Ben came out onto the stage and it seemed everyone with the exception of us were standing and applauding." The Vilgax actor then pointed an open hand at the Ben actor and red lights were going everywhere and the Ben actor pushed what looked like a really bad Ultimatrix.

After a puff of green smoke what looked like a really overweight Big Chill appeared on the stage floating and said "it's time for you to chill out Vilgax" and shot a none-freezing blast of ice at the Vilgax actor. After about 20 minutes later into the show the Ben actor was standing in what appeared to be a cage made of red energy beams and was faking about not being able to get out apparently."

Kevin said "Vilgax is kind of a feeb but the rest of them are pretty good" and Ben said "no they aren't" and I said "oh come on even you have to admit this is pretty awesome." The Vilgax actor said "you are trapped Ben Tennyson you cannot free yourself" and the Ben actor said "well in that case I better call for a little help from the Gwenettes."

After doing a bit of moves pink lighting came up from behind them and instead of a reaction from Gwen like I expected it was Natsu said "that is just so wrong" and it looked like he was about to shoot flames at the stage." Erza noticed this and knocked him out so he wouldn't do anything rash and Gwen said "that is so wrong."

Later on, in the show, the Vilgax actor was apparently pointing a death laser or something at the backdrop of Earth and the Ben actor pushed down on the bad Ultimatrix and out of the puff of green smoke a lookalike of Humungosaur came out and just roared or talked in the native language whatever and ripped the gun part off of the holder and threw it at the Vilgax actor who ducked as if it were real."

Then the show ended and the Vilgax actor and the Ben actor were bowing on the stage and it was at this point that Natsu was finally beginning to wake up from his unexpected nap curtousy of Erza. We then started walking backstage with Ben and Gwen in front and Kevin slightly behind them and he said "remember before we do anything, we get all the facts."

Ben said "since when did you become the voice of reason" and he said "since you two became theater critics" and Gwen who sounded kind of pissed off said "I'm completely calm." However, her powers gave her away as her hand lit up with mana and then she dispersed it and took a deep breath and said "now I'm completely calm."

Kevin said "I don't get what you two are so sore about I'm not even in the show" and Ben knocked on the door and the Vilgax actor still wearing the mask and doing the bad voice said "sorry this is a private" before he realized who it was. "oh" and took off the mask and said "real Ben Tennyson" and Ben just said "uh huh" and the actor said "not happy about the show and Ben said "nuh uh."

The actor said "the producer's right inside I got to go" and we all walked in there and Ben said "We've got some Business to discuss." The Ben actor then pulled off the brown hair wig to reveal that he had white hair and said "Ben Tennyson we meet again." After getting over the slight shock Ben said "Albedo what are you doing" and he said "I was about to go out for some chili fries care to join me."

Ben then said "I mean what are you doing with this show" and he said "to be honest I'm making the best of a bad situation thanks to you I have no Ultimatrix and thus no way to fly myself away from this sad little planet your actions have stranded me upon. Worst of all I'm trapped in this repulsive human form and since I needed some way to earn a living, I realized the most fitting if not ironic choice was to make money off of you.

So, I created Ben 10 live" and Ben then said "well you just had your last curtain call the show's over" and Albedo gasped in a dramatic fashion and said "and disappoint my fans" and Ben said "my fans." Albedo regained the cocky smirk and said "whatever" and he threw something into the floor and after a moment it started shaking the whole room.

When we were knocked down due to the strength of the vibrations he ran out of the room and Ben said "hey" and turned to Kevin and said "shut that thing off I'm going after Albedo" and I said "same here." He said "on it" as we ran out of the room and made our way to the stage and as we were about to keep going a swampfire landed right in front of us.

He was very overweight or at least had a beer belly and he said "back off you" and Ben said "I thought you said you didn't have an Ultimatrix." He said "yeah so" and I took over "if you don't have an Ultimatrix how did you change into Swampfire" and he started stammering before composing himself enough to say "that's none of your business."

He then shot a fire blast from his mouth at us which we managed to get out of the way just in time and I transformed into my Satan soul form while Ben transformed into Waterhazard. He then shot water blasts that were so strong they put out the flames the swampfire started shooting almost as fast as he shot them and pushed him through a wall.

I then thought I heard Albedo's voice say "get up get up" and then a Big Chill burst through a wall and landed right in front of us. He then said "I've changed again now I'm a different creature" and then he shot a freezing breath attack at Ben which froze him in a solid block of ice. I said "my turn" and I powered up a dark eraser blast and shot it right at the big chill which caused him to go flying back into the wall he shot through.

Then a Humungosaur burst through the wall just as Ben freed himself from the ice as NRG and the Humungosaur roared at us and Ben said "really." The Humungosaur said "Really hold on time out" and he took off the glasses he was wearing and folded them up and put them away and said "okay now I'm ready bring it on" and Ben then transformed into Spidermonkey and then Ultimate spidermonkey.

He then shot webbing from his mouth and stuck the Humungosaur to the wall and he said "I wasn't ready" and I said "but you had just said that you were ready." The rest of our team came running from where we were and Grey said "what did we miss" and Ben said "Albedo just played a collection of his greatest hits."

Lisanna said "but I thought he said" and I finished for her "yeah no Ultimatrix" and then Ben added on "plus he was really easy to beat." The Humungosaur said "just wait until I get my second wind" and then Gwen put her hands up and probably started scanning the area and said "okay not counted us and Albedo I sensing three other lifeforms."

I said "the rest of you guys take a look around we're going to have a chat with Albedo" and Ben climbed up the wall while I used my wings to hover in the air. As the Humungosaur was struggling against the webbing Ben said "how's it hanging" and the Humungosaur said "uh could you let me down I've got a major fear of heights and falling and bruising."

Ben said "you know what Albedo you don't sound much like yourself" and he said "uh yes well I'm sure there's a reasonable explaination for that." Just as he said that Natsu and Erza came out with the rest of our group while holding albedo and Natsu said "check out who we found" and the Humungosaur said "and that would be it" and I freed him from the webbing and he landed on the ground on his feet.

As the three we fought along with Albedo were sitting in front of us on the steps of the stage Albedo was pushing against the Humungosaur for some reason. Ben said "explanations" and as soon as Albedo stopped pushing against him the Humungosaur raised his hand and Albedo kicked him in the shins and said "as I mentioned I was broke and stranded but I did have an old subspace communicator and so I used it to find performers who would lend my show a certain verisimilitude.

What you see here are the winners such as they are" and Gwen said "this Ultimatrix is just an overgrown strobe light. Between that and the smoke he blinding the audience long enough to cover the alien's entrances and exits." Kevin said "so you've been going around and doing this for" and Albedo said "since I escaped Vilgax's ship.

Every second-rate resort, sales convention, and county fair in one night out the next" and Gwen said "but now you're going to stop right." Albedo said "what and give up show business" and Ben said "oh I am so going to clobber you" and he was about to activate the Ultimatrix. I said "oh but what's the point" and Ben said "what's the point I'll tell you what the point is how many times had Albedo tried to steal the Omnitrix.

Or the Ultimatrix" and gestured to Gwen "kidnapped you or might I add tried to kill me and now here he is again ripping me off using my face to fool people and steal they're money with this ridiculous dog and phony show. Natsu said "feeling better" and he said "a little" and Gwen said "Ben if you want to shut down Ben 10 live fine my dad's a lawyer let him handle it."

Ben said "yeah but" and Gwen said "I don't like him either but he's not a threat anymore he's a nuisance" and Albedo said "you needn't worry tonight was our last performance." The Humungosaur seemed shocked by this news and started asking about something and Albedo said "I said we're done" and Ben said "fine but try something like this again and I'll, I'll" and Gwen finished for him "see you in court."

Ben said "yeah that" and as we were walking back toward the rustbucket 3 Ben said "I still think he deserved a major beatdown." I said "why waste the energy you won he lost" and then I whispered in his ear "plus that's energy you could be using on me when we get back." As we were about to enter the carbo bay of the rustbucket 3 the Humungosaur came running up to us and said "Wait."

Lisanna said "Hugh what are you doing" and he said out of breath "trying to catch up parenthetically I'm not much of an athlete." Ben said "what do you want Hugh" and he said "to warn you about Albedo's real plan" and Kevin joked "he's selling toys and t-shirts." Then Hugh sounded like he was about to say "how did you know" but ended up saying "I'm serious Albedo wasn't just raising money for rent.

He's been slowly buying parts and equipment so he can build a doomsday bomb" and that seemed to have caught Ben's attention "doomsday bomb." Hugh then said "yeah and he's going to set it off tonight" and following Hugh's direction in the rustbucket we ended up at a warehouse." As we exited the rustbucket 3 we got on top of some crates and were looking in on what Albedo was doing which seemed to be installing something into the machine that he had created.

Kevin said "why do bad guys always have they're hideouts in a warehouse do they get a discount" and Ben said "can we focus here Albedo's building a doomsday bomb." I seemed to have been one of the only ones to see the flaw in Hugh's story and said "but why blow up the world" and Ben said "because that's what doomsday bombs do."

Gwen then said "no think for a second if Albedo's stuck on the planet what does he gain from destroying it, it makes no sense." We all turned to Hugh and he said "I didn't say destroy actually what he's got planned is even crazier the bomb is designed to rewrite DNA so everyone on the world will be a genetic duplicate of Ben Tennyson."

Kevin said "that's horrifying" and at the blank stare he got from Ben and me he said "uh no offence" and then Albedo strapped something to his chest. Lisanna said "what's that" and Hugh said "that's to protect him from the bombs space altering radiation" and I said "hold on he already looks like Ben so why protect himself."

Ben said "sorry no time for a debate we have to stop albedo now" and he then transformed into NRG again and bust his way through the wall. He said "Step away from the bomb" and Albedo said "hold them off" and the swampfire shot fire at all of us which we were only protected because of the metal of NRG's armor.

Ben said "this suit is designed to protect against radiation and heat" and the swampfire said "I did not know that" and when it was pretty obvious Ben had the Swampfire under control we broke off and some of us went to try to stop Albedo from whatever he was doing. The rest of us were going after the Big Chill however the only one who managed to get it to stop moving was Gwen.

She held it against the wall with a mana tendril and while she was putting up a shield to prevent the big chill from freezing any of us I managed to float over the barrier and shot it with a dark eraser which caused to be knocked out. I then looked over and saw that Hugh had Ben in a wrestler grip and Hugh calling out "Albedo run" and at the same time me and Ben said "hey whose side are you on."

Hugh said "that's actually kind of complicated right now" and Ben said "let me know when you figure it out" and he flung him over his shoulder into a metal support beam. As Ben was walking up to him, he said "careful I'm a bleeder" and I said "oh this won't make you bleed" and I shot him with a less powerful dark eraser mainly to knock him out since he did lead us here."

Ben turned into Spidermonkey and then Ultimate spidermonkey and was about to go stop Albedo when Lucy walked up to him and said "hold on." he said "what is it Albedo's activated the bomb" and she said "I've seen this device before and if it actually works then he'll be better off." Ben transformed back and said "I hope you're right about this" and after a few moments the whole device exploded which caused the warehouse to be destroyed.

We managed to make it out of the fire with a combination of Grey's ice and Gwen's shield and after a moment thanks to Natsu the fire was gone. Ben was coughing due to the smoke that he had inhaled and said "where's Albedo and Kevin spotted him a few meters away. he was laying on his back and after a moment and a slight flash of red light he turned into what I assumed was his Galvan form.

As we landed he said "I'm honestly surprised none of you meddled with the genetic alteration field" and Lucy said "it was because of me that they didn't. the only reason I had them wait for it was because of the simple fact that not only with the vest you had on but the way it was designed I had a feeling that it was going to do something with genetic alteration however I didn't know that it was going to be focused on you."

He said "well of course that vest as you put it is the reason that it was focused on me that way I would get the full dose of it which I was hoping would restore me to my Galvan form which as you can see it did." Ben the obviously didn't understand anything they said since he said "dude you're cured that's great."

Albedo of course corrected him "better than cured I can now alter my DNA at will" and Ben misunderstanding that as a threat said "I'm ready for anything you can throw at me." Albedo said "why would I throw anything at you I'm no longer stuck in your hideous human form I am free of you at last." Natsu said "wait you're not going to attack us" and he said "no I'm getting off the backwater world while the getting is good.

With any luck I will never see your hideous face again in the mirror or in person" and Ben said "still trying to catch up here so that wasn't a doomsday bomb." Albedo said "a what" and Ben said "A doomsday bomb that was going to make everyone on earth look just like me." he then added on "okay now that I say it out loud it does sound kind of stupid" and Kevin said "I get it so that thing on your chest was."

Albedo cut him off "Designed to focus the alteration field on me specifically" and I said "well good to know that we won't be seeing you again no offense." He said "that's not offending to me since I was hoping to never have to see you again" he then started walking off and as he was doing so Lucy said "would you like a plumber's escort to take you back to Galvan prime."

He said "no I'll get my own ship there" and he walked away from there leaving us with the smoldering remains of the warehouse. As we got into the rustbucket 3 and back to Ben's house for something that he was planning on getting something done." Just as we were about to go inside I heard someone say Mr. Tennyson" and we stopped and saw 3 guys in suits and two of them were carrying papers.

He said "yes" and the one in the front said "on the behalf of the owners of the nemesis resort hotel I'd like to present you with this." The two guys holding the stacks of papers walked forward and handed Ben the two stacks" and he said "what is it" and the guy said "a summons we're suing you for the damages you caused to our theatre."

Ben was just stammering and the guy just said "See you in court" and after getting the stuff from his house and us getting back into the cockpit of the rustbucket 3 he turned to Gwen and said "is your dad available I'm going to need a good lawyer" and we flew back to the plumber's base and finally got some sleep.

 **Yet another chapter done in the next chapter we're going to be going over the events of the Ben 10 Ultimate alien episode titled the ultimate sacrifice. The reason I'm skipping the episode the perfect girlfriend is because of the simple fact that unlike Julie Mira doesn't really have any reason to be called away from Bellwood or even earth so yeah that episode would not make any sense.**

 **Until next time this is Diamondholder signing off.**


	21. the ultimate sacrifice

**Hello my fellow readers, writers, and people who have been enjoying this story so far, I'm back with yet another new chapter. In this chapter we're going to be going over the events of the episode of Ben 10 ultimate alien titled the ultimate sacrifice. I'm going to say this now I'm skipping the episode titled the widening gyre because of the simple fact that nothing would change at all.**

 **Anyway I don't have anything else to add let's get this show on the road.**

"Talking"

" _Thought"_

" **Yelling/spell name"**

(author's input, location change, time change)

Mira's P.O.V

We were all fighting this giant robot person thing and at this point Natsu, Grey, Erza, and Lucy were knocked out although Natsu and Grey had done it to themselves by arguing with each other which gave our opponent the chance to knock them out. Kevin had dodged one of the robot persons strikes and ran up it's arm that was in the ground and was about to smash it's head in with twin spiked maces that he formed his hands into.

The robot person however grabbed him and electrocuted him which probably would have killed him if he weren't covered in metal although with metal being a conductor of electricity it probably hurt like a son of a bitch. The robot person started gloating after bringing Kevin close to his face "after I beat you guys everybody will know I'm the toughest guy in the galaxy."

Gwen shot it with mana blasts while I shot it with dark erasers which forced it to release it's hold on Kevin and Ben shoulder checked it away from us. While walking toward it he said "toughest guy in the galaxy that would be me." While he was going forward to land another hit on the robot it grabbed a car and used it to knock him against a building.

He was about to use the car to smash Ben even further into the building but he managed to get up and tried grappling with the robot but he only managed to get himself caught. The robot wrapped some of it's metal tentacles around him and held a flame thrower up to his face so he slammed down on the Ultimatrix dial and transformed into Ultimate Humungosaur."

He broke free of the robot's tentacles and knocked him back with his tail and when the robot got back up, he shot some of his bone missiles at it. When the smoke cleared it was clear the robot had lost the will to fight however that didn't stop Ben since he charged forward and punched it further down the road and then jumped on top of it and started repeatedly punching its head.

We all ran over to him and I said "ben stop it" and Kevin said "dude what are you doing" and the robot said "I give up" and Ben said "not an option." I grabbed his arm that wasn't poised to attack the robot and said "you need to calm down Ben" and he turned to me and roared out "My names not Ben" and he charged at us which Gwen put up a shield to try to protect us but he managed to just shatter it while knocking her away.

He managed to also knock Kevin away along with myself, and Lisanna and he picked me up and I said "Ben whatever's going on with you let us help" and he said "stop calling me that I told you my name isn't Ben." He was about to hit me but I managed to get a slightly stronger shield up but it just shattered as well but he opened his hand which let me fly up.

I nailed him in the face with a beyond full power dark eraser which I figured out I could do if I just poured more energy into it which caused a small explosion as it knocked him into a building. Lisanna was checking on Kevin and he said "someone shot the dots off his dice" and I said "what does that mean" and he said "it means he's gone completely crazy."

Gwen said "I don't think so look at his eyes their red" and Kevin cluelessly said "so what" and I said "normally their green" and he said "oh evil twin got it." I said "that doesn't make any sense since he got back to his original form, he decided to stop attacking Ben or did you forget that." He said "if I'm being completely honest I kind of did."

As we were talking, he charged at us again which we just barely managed to avoid and Gwen shot him in the face with a mana blast and when the slight smoke cleared his eyes were back to green. He said in Ben's normal voice "what happening to" but was cut off by Ultimate humungosaur's voice and said "what's happening is I'm taking back what you stole."

He then socked himself in the face and in Ben's voice said "you can't hit me with my own fist" and he hit himself again and said "it's not yours it mine" and this kept going on and i said "we've got to stop this before he hurts himself." Kevin said "I'm on it" and he ran up while they were distracted and nailed him right into a construction site.

As we were running up to the small crater, he made with Ben's body Lisanna said "enjoyed that" and he said "maybe a little now what." Gwen then said "now I see if I can come up with a spell that will allow Ben's personality to take control again" and she summoned one of her spell books and used her power to skim through it."

After a moment she said "got it probably **imperium in mentem"** and shot a flame like mana blast into the crater. After a light show of her magenta energy a force field came out of the crater and was bring with it Ben's body" and I said "ben is that you" and he looked up with red eyes and said "don't call me that."

Then his eyes changed to green and he said "it's okay Mira it's me" only for the ultimate Humungosaur voice to say me" and they kept alternating before he started beating himself up again." Kevin said "okay not funny anymore how do we help him" and while Gwen was thinking I said "this never was funny" and Kevin just held his hands up in surrender.

Gwen must have thought of something because she said "Maybe a sleeping spell" and then called out the spell name **"Somnus."** As the spell hit Ben he fell onto his side and a flash of green light and he was back in his ultimate Humungosaur form. Kevin said "this is weird even for him so what now" and I said "now we find some help I'm thinking maybe a psychiatrist."

Gwen said "I was thinking the same thing" and the others ran up to us and said "what's going on" and Kevin said "Ben's gone crazy we're getting a psychiatrist here but so he doesn't do anything that he would regret let's stop him from moving." Grey said "what's strong enough to hold ultimate Humungosaur if he's a form of Humungosaur that evolved to survive the worst conditions possible for his species."

After a few moments Kevin found some iron wiring and said "let's hope this is" and they set to tying him to a crane while Gwen got off the phone and said "she's on her way."

(30 minutes later)

The psychiatrist finally got here and after a getting on the truck part of the crane she said "this is a very unusual case" and Gwen said "Dr. Borges my aunt Sandra said that you're the best psychiatrist in town and she would know." Kevin said "look doc can you help him or what" and Ben or I guess in this case Ultimate Humungosaur started stirring and after a moment of struggling he said "let me go."

Then Ben's voice came out and said "hold it down would you that sleep spell gave me a headache" and the psychiatrist said "well it would certainly put a shine on my resume." She got in the seat for the crane controls opened up a notebook and said "it's always good to begin at the psychological roots tell me something about your relationship with your mother."

In Ultimate humungosaur's voice he said "my mother tried to eat me before I even hatched" and the psychiatrist said "okay there's probably some issues around that." His eyes then turned to green and the psychiatrist said "you're Ben now right was your childhood marred by any traumatic events" and he said "well when I was 4 a clown at the circus scared me."

She said "not quite what we're looking for any unusual dreams recently" and ultimate Humungosaur was back in control "I dream of freedom from Ben Tennyson." She said "ah but you are Ben Tennyson" and Ultimate Humungosaur said "I am not a part of him I think I feel I'm tired of being stuck inside of this disgusting human."

Kevin shot me a look and I shot one back even more which caused him to look away and then Ben's personality took control again "whose calling who disgusting you ever get a whiff of your own breath." Ultimate Humungosaur took control again and said "I loath you" and then broke one of his hands free and punched himself in the face and started strangling himself.

Ben's voice broke through and said "let go doofus you'll strangle us both" and while he was doing that the psychiatrist said "I've seen several cases of multiple personality disorders but nothing this pronounced the fact that he shared his DNA with this creature certainly complicates matters." I said "are you saying he's stuck like this" and she said "I could try a hypnotic trance so as to make the two warring sides of his psyche to make peace."

Ultimate Humungosaur chiming in after stopping to try to strangle himself and Ben and said "a hypnotic trance ha like you could hypnotize me." After seeming like she managed ultimate Humungosaur started freaking out and after breaking out of the metal cords and had been holding him in place the psychiatrist backed up slowly at first before running off and said "I'll send you my bill."

Ultimate Humungosaur said "my head it hurts it hurts why would you get out why wont you leave me alone why" before a red energy engulfed him. After a red flash he disappeared and all that was left was the Ultimatrix without the hourglass symbol in it so I figured it was powered down or something." Kevin picked it up and said "you think he's dead" and I said "don't say that I know he's not" and he said "how do you know."

I said "Because we've done a Earthland ritual that makes it so a couple can feel each other's life force and I can still feel his so I know he's not dead." Grey said "okay then if he's not dead then where is he" and I said "I'm just as lost as everyone else is." Gwen then put her hands to her temples most likely searching for his aura and after a moment said "in there I think" while pointing to the powered down Ultimatrix.

"I can feel him and" and I said "and" and she said "and there's something else in there with him" and I had a thought "is it possible that what's going on with Ultimate Humungosaur is going on with the rest of them and they're in there with him." Natsu who was surprisingly serious in this case said "is it possible to get in there and help him" and Gwen said "I might be able to send in one of us."

Kevin said "go inside some cosmic watch thingy we don't even understand yeah no" and I said "but Ben's in there" and Kevin said "it's busted if any of us go in there we may never come out again." I said "you got a better idea" and he said "you want to fix a watch go right to the watch maker" and Gwen said "it'll take too much time besides you're talking about Azmuth who knows if he'll even help."

Kevin said "how about this you guys try it your way I'll try it mine" and he walked off back to the plumber's base where the rustbucket 3 was. Grey said "so whose going in" and Lisanna said "I think that's pretty obvious" and Natsu who was clueless in this case said "you mean me since I'm the most powerful person here."

Just as he said that Grey said "you're the most powerful don't make me laugh ash breath if anyone of us is the most powerful it's me" and Natsu said "what I'm obviously way stronger then you snowman." Lisanna said "actually I wasn't talking about either of you" and she looked at me" and I said "I was going to volunteer anyway."

As the fire and ice duo kept arguing over pointlessness I turned to Gwen and said "so how does this work" and she said "well since I have no idea how long you'll be in there for you might want to get in a comfortable position so you're not all cramped when you come out since your body will be staying in one place for an undetermined amount of time."

I then took a seat in the crane control box while Gwen placed the Ultimatrix on the console in front of me and said "this spell should send in an astro projection of yourself." I said "what exactly is that" and she said "Basically it's what you would look like if everyone looked like what they truly were" and I said "I don't understand any of that but okay" and she cast a spell and I found myself in what looked like a green and black planet with a green sky and everything but knew it was the Ultimatrix.

I moved toward where there was a large amount of action going on and I noticed for the first time that I was in my Satan soul form without even transforming into it. I then flew over as the ultimate aliens looked like they were about to finish off Ben and I shot a powered up dark eraser at the area purposely avoiding Ben while using it to knock the other ultimate aliens back.

I said "nobody picks on him while I'm around" and I landed near him and said "I knew you were alive" and he said "don't think I'm not happy to see you" and we dodged a fiery ice blast and he finished "but this so isn't the time." One of the ultimate aliens started attacking me and he said "okay enough is enough and turned into waybig and knocked them all aside with ease.

Ultimate Humungosaur shouted out **"retreat"** and ultimate big chill repeated him in a questioning voice and he growled out "you heard me." I then barely saw a smile appear on ultimate big chill's face as they retreated and as Ben started walking toward them and me flying, I said "kind of liberal with the transformations."

He said "trying to run down the battery I figured if I timed out that it would send me back to the real world but no such luck the ultimates say their actually alive and trapped in here crazy right." I said "from what I understand it does sound crazy since you've said that your transformations are suppose to be blank slates for your mind to inhabit like my Satan soul forms."

He said "they sure don't act like blank slates" and I said "even if it is true you didn't know it was happening and besides what can you do to stop it anyway." He went oddly silent and as I was about to coax a response out of him a net made out of ultimate spidermonkey's silk wrapped around me. As it was dragging me along with Ben following, I said "okay I'm defiantly not a fish that you've just caught" and I broke out of the webbing with a dark eraser blade that I shot from my finger which caused the net to fall apart.

It took ultimate Spidermonkey a few moments to realize I had broke free and he started running away again and Ben finally caught up and said "where did Spidermonkey go." I flew forward for a bit before coming face to face with him and he was holding his hands up in a surrendering gesture and said "I guess you got me" and ultimate Humungosaur added on "right where we want you."

Ben finally clued in "you lured me here" and ultimate Humungosaur said "got that right" and ran at him and grabbed his ankle and threw him toward what looked like the flaming pits of hell. As he was staring down at it ultimate Humungosaur said "now Tennyson you burn and we live" and the rest of the ultimate transformations started chanting "burn."

Ben said "I don't think so" before timing out and I he said "on second thought" and then I charged in about to fight them off only for ultimate echo echo to surround me with his sonic disk things and trapping me in place essentially. Ultimate Humungosaur walked over to Ben and I barely managed to hear him say "it's over Tennyson" and ultimate big chill said "why don't you just do what's right."

I said "okay I'm over this" and I shot the sonic disks with miniature dark erasers which caused them to explode and Ben said "Mira don't if you use your power for too long." I cut him off "I run the risk of not being able to use magic again I know that's why I'm not wasting any more time I'm destroying these transformations Ben."

As I got in the perfect position to blast all of them with the most powerful dark eraser, I would have shot Ben stood up and said "that's enough stand down Mira." I said "But" and he said "Stand down." I dropped the power and ultimate Humungosaur said "if this is some kind of trick" and Ben said "no tricks" and turned back to me and said "there's only one way out of this.

In order for the ultimates to live I have to die" and ultimate Humungosaur grabbed him and started walking toward the flaming pit of hell. As he was about to throw him in Ben said "before you" but didn't finish that sentence "could you at least let me say goodbye to Mira." Ultimate big chill said "do you think we're fools" and ultimate Humungosaur turned to ultimate big chill and said "no let him say his goodbyes he deserves that much at least."

Ultimate Humungosaur put him down and he walked over to me and I said quietly "what's the plan" and he said "no plan I don't know why they branched off and became individuals but I know they deserve to live free." I said "so do you" and he kissed me in a passionate kiss on the lips and said "goodbye Mira" and walked back over to the ultimates.

He turned to ultimate Humungosaur and said "you probably won't believe this but I didn't mean for you to suffer any of you" and ultimate Humungosaur just remained silent. As he jumped in, I was engulfed in a bright white flash as were the ultimate aliens and everything went dark. As I regained consciousness, I noticed Lisanna, Erza, Lucy, Natsu, and Grey around me and the ultimates and Gwen and Kevin around Ben.

Grey said "what happened in there" and I said "honestly I don't even know also Grey your clothes" and he looked down at himself and said "damn it." Ben must have been regaining consciousness around the same time as I did because he asked out loud "what happened." A voice that sounded like it carried more wisdom said "your sacrifice reset the Ultimatrix the flaw that created the self-actualized ultimates has been corrected.

Any ultimates generated from this moment forth will just be reflections of you as was always intended" and he said "but I jumped into the pit how am I still alive." I said "I'm not complaining about that" and he said "neither am I I'm just curious" and as it turned out that wise voice turned out to be Azmuth. He said "your intentions are what mattered most to the Ultimatrix the fact that you were willing to risk everything to see them free.

Genuine self-sacrifice more rare than astatine or francium that is twice today I've found a very small measure of hope a very disturbing pattern." While he was saying this, he was tinkering with the Ultimatrix and as he finished saying that it started glowing green again and Ben picked up the Ultimatrix and put it back on.

Ultimate Humungosaur said "glad your all happy but where do we go the only home we've known is inside that device" while pointing at the Ultimatrix. Kevin snarked "you could always go back in" and when ultimate Humungosaur got in his face he said "or not." Ben said "somewhere out there is a planet where you can all be free" and Azmuth said "and I can take you there."

He then spread his little arms wide and a giant green portal opened and he hopped into it and the ultimate followed although instead of hopping they were walking into the portal. Finally, the only one remaining was ultimate Humungosaur and he said "We were wrong about you I was wrong" and Ben said "given the circumstances I can't say that I blame you."

Ultimate Humungosaur nodded in understanding before walking into the portal which faded almost instantly and Ben said "I don't know about the rest of you but I'm starving burgers." Kevin said "my treat" and Lisanna said in surprise "you're treat" and he put his arm around lisanna's shoulders and said "hey it's the least I can do for my best girl" and then put his other arm around Ben's shoulders and said "and my best friend."

 **Yet another chapter done in the next chapter we're going to be going over the events of the episode of ben 10 ultimate alien titled the mother of all vreedles. As I said "I'm skipping the episode titled the widening gyre because of the fact that it wouldn't change at all. Also, I'm going to say this now since It getting close enough in at the end of the ultimate alien series but before the omniverse series I'm going to be having the relationship of Kevin and Lisanna turn into something much more serious.**

 **I'm going to be having them get married and I know what you're thinking why would I do that well as far as I'm concerned, the legal age to be married is 18 in the united states. While we don't actually find out the legal age of marriage in the fairy tail universe I have to figure that since earthland is basically a version of earth in the past.**

 **If I remember correctly Lisanna is 16 so on earthland she can legally be married so why now make it so that she can on earth. Anyway, I don't have anything else to add so until next time this is diamondholder signing off.**


	22. the mother of all vreedles

**Hello my fellow readers, writers, and people who have been enjoying this story so far, I'm back with yet another new chapter. In this chapter we're going to be going over the events of the episode of Ben 10 ultimate alien titled the mother of all vreedles. I don't know how much if any of it will change but I decided to do this also in case you've forgotten I'm going to be doing omniverse as well so look forward to that after the whole ultimate alien series.**

 **Anyway, I don't have anything else to add on so let's get this show on the road.**

"Talking"

" _Thought"_

" **Yelling/spell name"**

(author's input, location change, time change)

Mira's P.O.V.

Both Ben and myself were watching the Will Harangue nation news show which honestly, I was surprised Ben insisted on watching it since most of the time Harangue only bad mouthed him. Apparently, there was some breaking news and from what we saw he was the first one on the case for once.

"once again NASA has reported sighting of an incoming meteor heading straight for earth at unbelievable speed. Scientists worry that the collision could cause major devastation to climate oh here we go next thing you know they'll be using it as an excuse to raise taxes." Ben just turned off the TV and transformed into Jetray while I changed into my fastest Satan soul form which was one below my strongest but 2 above the one that I normally use when fighting.

We caught up to the rustbucket 3 and flew up through the hatch that Kevin must have installed mainly for Ben before we met so he could exit the ship quickly in a dire situation. As we landed and changed back to our normal appearances Lucy who was co-piloting the ship said "about time you two got here Kevin's scanners detected a bogey we were on our way to intercept."

I said "I don't think it was just Kevin's scanners considering it's most likely all over the news at this point but Harangue was the first one to report on it." Kevin said "I was wondering how you two lovebirds heard about it" and our badges then started beeping. Over the communications channel the one doing a signal wide call came out of our badges and the Ultimatrix.

"this is magister patelliday all plumbers in this sector respond immediately" and Ben said "this is Ben Tennyson we're investigating an incoming meteor." He responded "that's no meteor son it's a spacecraft piloted by a band of interplanetary bandits they're armed and extremely reckless." Gwen said "you mean dangerous" and he said "that's why I'm kicking it over to you patelliday out."

Lisanna who was sitting at one of the consoles said "he's transmitting the plumbers reports on this case" and Kevin said "let's get a look at these ruthless killers." He then pushed a button above the screen on the main console and an extremely ugly looking women who was cooing over a small boy in her arms showed up on the screen."

I heard Kevin mutter "ma vreedle" and he jerked the steering wheel he was using the other way which almost caused ben to fall to the ground and me to almost fall onto him. As we got up Ben said "where are you going" and he said "the other direction nobody messed with ma vreedle." Erza said "As in octagon and rhomboid's mother" and Ben said "she anything like her kids" and Kevin responded "less stupid more mean."

Lisanna said "are you scared of her" and he said "yeah whose stupid enough not to be" and then he looked back at Ben and must have realized how stupid his question was since he said "aw man." He put the thrusters at max and after a smoother turn then the one before he pulled the rustbucket 3 up right beside the ship they were on."

As he was doing that, we were all changing into our plumbers' suits and he absorbed some metal from the ship and he opened the door and said "once we're dead don't say I didn't warn you." Ben was first and said "I'm Ben Tennyson the Ben Tennyson we need to talk" and I whispered to him "your ego is showing again" and Ma vreedle said "talk away I'm not here to cause trouble.

Just a mother looking for a nice place to nest" and Kevin whispered to Ben "don't trust her" and Ma vreedle continued "all I wants is a nice place to call home and 1.3 billion cubic kilometers of 3.5 saline." Ben said "what's 3.5 saline" and I said "you really don't pay attention in class do you" and Kevin said "3.5 percent salt water."

Ben said "like the ocean that doesn't sound like a problem" and Gwen said "I'd have to look it up but it sounds like she's after all of it." Lucy said "I'm going to have to ask you to turn your ship around" and Kevin said "here we go" and Ma vreedle said "I suppose I could go find another place to nest or" and slammed on the roof of the ship and said "boys."

When octagon popped his head up from the hatch in the roof she said "blast them out of the sky" and octagon responded "with blithe pleasure." He pulled out a gun and shot at the wing we were standing on which caused all of us to scramble inside before rhomboid stuck his upper body out of the hatch with a much larger laser blaster.

He aimed at one of the wings of our ship which caused the ship itself to start plummeting toward earth at a speed that is way too fast for comfort. Kevin after trying to use the stick on the main console to slow the descent said "the sticks dead" and then electricity started sparking from one of the consoles above the windshield.

Ben picked up a fire extinguisher in an attempt to get it to stop only for Gwen to put a shield of mana around it to prevent it from hurting anyone and she said "we've got this Ben" and I said "Happy get Natsu out of here so he's not useless in the fight that I'm sure is going to be occurring any second now." Happy said his signature catch phrase "aye sir" and grabbed Natsu by the back of his plumber outfit and flew out the door that I opened.

Ben then transformed into Spidermonkey and climbed onto our falling ship and latched a web at the vreedle's ship which pulled him along since they seemed to accelerate almost instantly as he grabbed onto their ship. Since I turned into my main Satan soul form and took off after Ben and caught up to him and he grabbed onto the webbing with his two lower hands and said "it's like waterskiing without the water or the skis."

He then stopped and reeled himself onto the vreedle's ship and started crawling around on the bottom of it and as he was under the main part of the ship, he turned into ultimate Spidermonkey and called out his name. that had to have alerted at least ma vreedle because she said "boys we got a stowaway" and Ben climbed up to the driver side door and ripped it clean off right before grabbing octagon.

I said "actually you've got two stowaways" and I shot a dark eraser at her just to see how strong she was and it didn't even phase her and I said "okay I've got an idea." The ship then started moving around out of control since the one who was flying it wasn't in the seat anymore. I then flew up high into the sky and formed a dark eraser whip and flew down at almost unsurvivable speed.

I tried hitting ma vreedle with the dark eraser whip but she just grabbed onto it and swung me around with one arm while holding the smaller person in her other arm. She swung me around a few times before smashing me into Ben which caused him to lose his grip on the ship and I was too dizzy to keep myself up in the air.

As we were falling at an alarming rate toward an island, I was almost certain we were going to be two puddles on the ground however Ben started thinking quickly and shot a large amount of webbing from his mouth which we collided with. As we got up and he transformed back I said "I'm happy we're still alive but that's not any less gross that it was before when Kevin shot it at me when he was out of control."

Just then as he was rubbing his head the vreedle's ship started landing and I grabbed his arm and we started running to the forest so we could remain out of sight. As the vreedles and ma vreedle exited the ship with octagon and rhomboid pushing out parts of what could be a machine ma vreedle said "I love this planet it's juicy."

I said "okay that sounded so wrong on so many levels" and ma vreedle continued "it seems like I've been stealing and swiping forever but now mama's ready to clone. It's going to take every drop of salt water they have on this planet but it's worth it to me I mean" and Rhomboid said "how many brothers we gonna get" and ma vreedle said "of 3 or 4 hundred billion."

I said "okay what is that thing" and Ben said "I have no idea but I have a feeling that's how the vreedle brothers were made along with that little one." We continued listening in when octagon said "these prefab cloning factories don't take but a speck of time to assemble. That there is your best value" and ma vreedle said "stop jabbering and keep working" and the little one spit at them and said "keep working."

Ma vreedle picked up the little one and said "your brothers came from a bad batch yes they did" and the little one repeated "they came from a bad batch" and it was clear as day for us so I knew they heard it. I turned to Ben and said "is it wrong that I feel a little bad for the vreedle brothers" and he said "normally I would agree with you but with all the trouble they've given Kevin, Gwen, and me before I really can't say that I do feel bad for them."

I looked away from the cloning machine since I really didn't want to have to look at those little vreedles since they were ugly and I noticed that the others made it to land. However, that was pretty much pointless at this point as the vreedle brothers were pointing weapons at them and was about to blast them and I said "wait shouldn't Happy have brought Natsu here" and just as I said that I heard from above **"Fire dragon's roar"** and a large pillar of flame covered the vreedle brothers.

As the wall of flame disappeared the vreedles didn't appear affected by it at all but their weapons were melted beyond use. I figured the others could hold off the vreedle brothers and I turned to Ben and said "let's handle ma vreedle." He said "I was about to say the same thing" and we started sneaking closer to ma vreedle when eyes actually appeared behind her head only after some of her hair moved away.

She said "you can't sneak up on me I'm a mother" and she shot out some white cloth strips that wrapped us up and she started dragging us behind her after saying "I call these my apron strings." I said "really that's the best you could come up with" and she ignored me and said "it's getting late it's time for mama to put you two down" and she pulled out a gun and aimed it at us.

I noticed the others were having a hard time with the vreedle brothers who must have gotten some more weapons out of their ship and were blasting in the direction of the others but they were dodging causing the shots to miss. I was able to hear what the vreedle brothers were saying to the others and octagon said "as you can see ma had already began to infest the universe with pretty boy vreedles."

While hunting down Grey, Kevin, and Natsu who were hiding in the woods Rhomboid said "sadly octagon is right we was a bad batch" and Kevin must have absorbed the wood from the tree because I heard him grunt as if he were about to hit something but it didn't pan out as a moment after I heard octagon say "I got one."

Them Rhomboid started shooting at Natsu and Grey who must have ran into each other because they started arguing which made them easy targets and they were took down from the sheer intensity of Rhomboid's blaster. Erza, Lucy, and Lisanna were going to take on Rhomboid since he had taken down Grey and Natsu while Gwen must have sent octagon running since I saw that she shot some mana disks at him.

As they were on opposite sides of the ship Gwen said "your supposed to be plumbers now I thought you two were better than this." Octagon said "begging your pardon but we've never been better than anything" and I turned to Ben and said "you got her" and he said "yeah" and I transformed into my Satan soul main form and broke out of the apron strings and flew over to where Gwen was fighting octagon.

I saw that Gwen didn't need any help with octagon since she managed to kick him hard enough to sent him flying headfirst into the sand. Rhomboid then started shooting at her when she hid behind some of the little vreedles and Rhomboid was about to shoot one of them until octagon pushed the blaster toward a tree which collapsed.

Octagon said "as much as I would like to see exactly how a pretty boy blows up" and Rhomboid took over "your right ma would never forgive us." I looked over to Ben who was now held up in the air by the apron strings with ma vreedle holding a blaster ready to blast him and she said "this is what you get for interfering with my healthy nesting instinct."

Ben thought fast and said "wait are you recording this a video of the birth or births as a keepsake" and ma vreedle said "that would have been nice wish I had brought my camera oh well." She pointed the blaster at him again and he said "I have a camera in my watch" and she thought about it for a second and he pressed on further "what kind of mother doesn't want a video of her kids birth" and she said "is that important."

Ben must have not thought it thought because he said something that made no sense "you have to show them where they came from or they'll uh have no sense of self." Ma vreedle said "I did promise myself that this batch was going to grow up gentlemen thieves" and she unwrapped the apron string that was around the Ultimatrix.

Ma vreedle who was holding one said "hi little angles this is your mama on the day you was born" and Ben said "hold on I'll give you a cue" and she cleared her throat. He then activated the Ultimatrix and transformed into big chill and froze the apron strings and broke them and ma vreedle started trying to blast him but he phased through all the blasts.

She then finally realized that he was lying and said "you tricked me" and I flew over in case he needed the help and he said "you're just realizing that now the apple really doesn't fall far from the tree." I looked back to the fight between the rest of the team and the vreedle brothers and they must have defeated the others because octagon said "now come on out missy before your friends become disincorporated.

Family first they says" and Gwen stepped out from behind the pretty boys as they were called and said "We're family too we're all plumbers." Rhomboid said "well aint that nice aint it" and octagon said "on the contrary rhomboid we now have ourselves a dilemma between what you call filial duty and the more fraternal type."

At the look on rhomboids face Gwen said "that's right who's your real family an intergalactic organization of peace keepers or a bunch of pretty boys." Rhomboid then shot a few times at Gwen who managed to get a shield up and said "what was that for" and he said "I was trying for a non sequitur and went too far."

Octagon said "rhomboid this is one of those rare problems that can't be solved with violence" and he said "oh no" as if that were the worst thing in the world. Octagon continued "it's nature vs. nurture that is the crux of the issue" and he said "I don't wanna do either." Ma vreedle then shouted toward them "octagon, rhomboid come step on this moth" and octagon said "aw ma we're locked in mortal combat" and ma vreedle said "do as your told before I eradicate your sorry hides.

Ah I don't need you the newer models are out" and she threw her shoe in their direction and I heard a beeping from it and it exploded which Gwen protected them from although that may have been because the rest of team were in the same area. As Gwen lowered the shield and the others regained consciousness rhomboid said "ma tried to blow us up."

Octagon said "which seems somewhat uncalled for" and Erza said "what are you going to do about it" and Grey who was under rhomboid's food said "yeah what are you a man or a vreedle." Octagon said "we don't get the reference" and Ben was trying to get ma vreedle to shoot the machine that was popping out the pretty boy vreedles.

She said "I'm not stupid enough to blow up my own works" and Ben said "you're stupid enough that it was worth a shot" and I said "not to mention I could just blow it up" and I formed a dark eraser. She then pointed her blaster at me and actually shot me away from it but I managed to keep the dark eraser in the air and using the last of my magical power before falling to the ground from the injuries and magical power usage I had it slam down on the machine.

However, that only did a little damage and certainly not enough to make it stop and Ben froze her before she broke out of it and he said "wait I'm a mother too" and I said "wait what" and ma vreedle said "you are." He turned to me and said "I'll explain later" and turned back to ma vreedle and said "yes so I know how you must feel" and ma vreedle said "oh yeah where are your kids" while still trying to grab him.

He said "I don't know in deep space somewhere that's probably not the best example but I understand you want to see your kids succeed to go further than you did. He unphased to try to tamper with the machine which gave ma vreedle the opportunity to smash his face with her gun and she said "no more playing on my sympathies of which I don't have many anyway."

As the pretty boys were stepping all over him, she said "and you know what else pulp necrofriggians make the best baby food." Ma vreedle then opened the eyes under her hair in the back and said "you boys look like you've got something to say" and I looked over and saw octagon and rhomboid in plumbers suits only with their hats still on.

Rhomboid said "drop the baby and kick it over to me" and octagon said "what I believe rhomboid is trying to say is you brought us up to live by a code." Ma vreedle said "no I didn't" and octagon tried "well then pa" and she said "doubt it" and he said "well somewhere along the way we acquired a code and the offing of a whole planet don't rightly reconcile with said code."

Ma vreedle said "you're telling me I can't kill 6 billion strangers to make 300 billion vreedles what kind of justice is that." Octagon said "I don't rightly know" and rhomboid made a noise that said he agreed with that and octagon said "this may require further research." Gwen said "what does the policeman say" and both vreedle brothers said "you're under arrest" and ma vreedle said "my own sons turn on me."

She then threw her blaster at rhomboid which hit him dead in the face and she said "I'll murderlize every single one of you, then I murderlize your wretched pa, and then I'll murderlize everyone you know." Octagon said "ma you're overreacting considerable" and she said in anger "I'm overreacting I'm overreacting."

Octagon said "that strikes one as ironic right there" and she said "you misbegotten traitors octagon rhomboid how could you turn on your own mother." Octagon said "well pa always said there's more than one side to a vreedle" and then the one pretty boy she was holding spit toward her and she looked at it with a hint of sadness on her face at which point she pretty much surrendered.

After a few minutes a plumbers ship landed and all the pretty boys were marching onto it except one who was building a sand pillar. Lucy said "that's the last one" and patelliday who was flying the ship but needed to be in the water for a minute surfaced and said "now we'll see that they're brought up in the appropriate orphanage" and then the last one burped right in his face and patelliday then added on "or zoo."

As we walked up to the ship where rhomboid and octagon were making sure the pretty boy vreedles were staying in line octagon turned to us and said "I trust you fine folks will forget what you've seen here." Lisanna said "I didn't see anything" and Erza said "me either." That caused octagon to smile but it was ruined as rhomboid opened his mouth "oh we broke of oath of service to the plumbers and tried to help our mama commit genocide."

Octagon said "I swear boid your uptake leaves a lot to be desired at any rate my brother and I thank you for overlooking what one might call a temporary lapse into our old brand of peccadillo." Ben said "family stuff and get complicated" and Gwen said "no question" and Kevin said "oh yeah" and rhomboid led their mother onto the ship as well.

She said "I would have gotten away with it too if it weren't for my meddling kids, you're grounded your all grounded" and the ship took off to the nearest plumber prison.

 **Yet another chapter done in the next chapter we're going to be going over the events of the episode of ben 10 ultimate alien titled a knight to remember. I don't know of much or anything will change but something it will work either way. Anyway until next time this is diamondholder signing off.**


	23. a knight to remember

**Hello my fellow readers, writers, and people who have been enjoying this story so far, I'm back with yet another new chapter. In this chapter we're going to be going over the events of the episode of Ben 10 ultimate alien titled a knight to remember. I don't know how much if anything will change but it doesn't really matter so until for now I don't have anything else to say let's get this show on the road.**

"Talking"

" _Thought"_

" **Yelling/spell name"**

(author's input, location change, time change)

Mira's P.O.V.

We were in Ben's and Kevin's cars heading toward what could only be described as a barn and I was holding a device that with a few buttons pushes a holo screen appeared and one of the plumbers that were watching the place started talking. "this is surveillance team 3 target v is on the move what do you want us to do" and Ben said "don't let him escape we're on our way."

Just as we got there the surveillance team had been taken down by these weird guys in what looked like cult uniforms and a guy who wasn't wearing the uniform but rather a cloak said "you have served Daigon well." As we entered the room Ben said "one problem with that the guy in the truck is not Daigon it's Vilgax and he's been playing you all for suckers."

I then said "so how about you just hand him over to us and we'll leave your weird cult or whatever alone" the guy in the cloak said "how dare you even speak our masters name" and Grey said "yeah because someone who has technology so advanced it makes this planet's technology look like antiques needs a truck to get around."

The guy in the cloak said "silence" and he formed yellow energy in his hands and shot it at us in the form of lightning and Kevin absorbed the metal of a wheelbarrow nearby after Gwen protected us from the lightning and said "is everyone done being reasonable." Each of us said "Defiantly" and Ben charged in and transformed into Rath and the cult guys started disappearing and reappearing around Rath but he managed to kick or punch each of them away."

Ben while charging said "Let me tell you something Rath is gonna" before being shot through the roof and at what I assumed was our surprised looks Kevin said "he'll be fine come on" and we all charged at the cult members. As we got closer to them they started what appeared to be hovering the air before disappearing and Natsu said "getting a little frustrated with these guys disappearing."

Gwen then held a hand out and must have seen something with her mana because she said "they're climbing around on stairs in an alternate dimension." Natsu got up and said "that won't stop me from pounding their faces in" and he charged at the two who had knocked him down and the one in the cloak had gotten in the truck and as he was driving away Ben jumped in front of the truck.

He started pushing it until it swerved and the engine stopped roaring and he then jumped up and punched the windshield and said "let me tell you something condiment" only for the leader to form a disk of energy and flatten it and form a remote explosive detonator. I said "maybe we should get out of here" and Natsu said "not until I'm done with this weird cult" and then explosions started rocking the building.

The cult members just disappeared and didn't reappear so we started moving toward the hole that we created to get in and Natsu said "hold on." Grey said "what is it now ash breath" and instead of responding to the insult he pointed to where the plumbers that had been defeated before we got there were laying still unconscious.

Grey said "oh good idea for once" and both of them went over and grabbed two of them while Gwen grabbed the last one with her mana and we all went out of the building. As we were waiting at the hole we made to enter, I saw in the resulting chaos from the explosions that the cult leader got away in the truck.

As everyone got out of there since Kevin grabbed the one remaining cult member Ben had transformed back and the leader of the team that had taken on the cult before we did regained consciousness Ben said "Sorry about your team" and the leader said "it comes with the territory we're all professionals here" and he went to check his team for injuries.

As Kevin walked up to us, he said "payback time" motioning to the cult member he rescued as well and at the same time both Ben and myself said "for sure." We all surrounded him and Natsu grabbed him by the front of the cult uniform and pulled off the mask and I almost instantly recognized him. Gwen said "Winston" and Natsu said "who" and I said "the squire from that group of forever knights we teamed up with to defeat the creature that took over people's minds to get energy."

He still had a clueless look on his face and I said "the guy who was trying to steal Gwen from you" and he said "oh that guy" and he was about to punch him in the face. However, he was stopped by Grey and he said "you idiot he might have some information that can help us" and Natsu let the flames from his hand disappear at least for now.

Gwen then said to Natsu "are you seriously doing the jealousy thing again" and he said "if this guy makes a move on you then yeah I suppose I am." Erza said "the only thing I'm wondering about is why a forever knight is hanging around with the flame keepers circle" and the squire's eyes started glowing and Ben said "maybe it's the glowing eyes."

After a moment the glowing stopped and his eyes locked onto Gwen and said "well you're a sight for sore eyes" and Natsu grabbed him and pushed him against the building again with his fist ignited. He said "you say that to my girl again and you'll be burnt to a crisp" and he said "duly noted" and Ben said "how long have you been an esoterica."

He must not have understood because he said "pardon" and Lisanna said "A follower of Daigon" and at the clueless look on his face she said "the dragon." The squire said "you're daft" and Kevin then took over from Natsu and held him against the building and said "you better not say that to my girl in front of me again because to be honest I'm pretty sure she's more intelligent than you.

Since only a few of us were able to think rationally while this guy was around, I said "then why are you wearing that cult outfit" and he looked at himself and said "what this isn't possible I must report to sir Driscol right away." Natsu grabbed him and shoved him against the building again with his fist ignited and said "right as if we'd let that happen" and Ben said "no he's right in fact that's exactly what we want him to do."

We got on the rustbucket three and were scanning all of Bellwood and the surrounding area's for forever knight activity and there was a silent alarm going off at a warehouse. We flew there and landed and went in and found a place to hide until it was time to make our entrance. Two of the knights pried open a crate and one of the two who weren't wearing the helmets said "I wonder what this does."

Ben who was on top of a stack of crates said "my advice don't press the red button that never goes well" and when the knights aimed their blasters at him, he transformed into Fasttrack and swiped them all before putting them to the side and transforming back. Driscol said "how dare you come here" and Ben said "no time for the 12 rounds Driscol we have a crisis and you have a personal problem."

The rest of us stepped out of our hiding spots and Driscol said "you're talking gibberish" and Erza was walking forward with Winston with the cult uniform face mask and all. She pulled off the mask and said "seems your squire here hasn't been feeling himself lately" and Driscol said "what have you done to him."

I said "we didn't do anything to him he's been under the control of the Daigon" and Winston bowed to Driscol and said "forgive me my liege in my weakness I have dishonored the forever knights." Driscol said "sir syrus's squire is a traitor" and looked to the only other one not wearing a helmet and said "you know what to do" and the other person who I assumed was 'sir syrus' nodded and pulled out a dagger.

He slowly walked toward Winston and was preparing to stab him to death and I used my demon powers to enhance my speed and grab the dagger before he could. I said "let's not go all medieval here he couldn't help it" and Driscol said "what do you mean" and Ben took over "you know the cave with the seal that your guys busted open.

Well anyone that was near there could be under the Daigon's influence" and then Gwen's eyes started glowing green and in a very deep voice said "yes you are such simple creatures so easy to manipulate." Natsu then grabbed her shoulders and said "okay you're starting to freak me out a little" and what I assumed was the Daigon who was controlling Gwen's mind lit up her hands in mana and shot Natsu back with them.

It then continued "there is a pretender" and Ben said "you mean Vilgax" and Daigon said "yes he plans to steal the source of my power my heart." Driscol said "the witch is possessed" and Natsu who burst out of the crates that had fallen on top of him said "you might want to shut up you might make her or worse me angry."

Daigon finished "heed me if your Vilgax acquires my heart he will have power enough to rule your universe" and he eyes then stopped glowing green and she fell to the ground, or would have if Natsu hadn't caught her. He placed her on a table and said "what was that the lucubra that thing that came through that seal."

She said "no the lucubra was an insect compared to that it was Daigon and he's right if Vilgax acquires his powers he'll be unstoppable." Grey said "okay I have a few questions here how can Vilgax steal his heart and how can Daigon even be alive without one I don't think anyone here understands." Driscol said "naturally you've never understood anything about us or our mission" and I said "okay then why don't you educate us on that."

Driscol said "the heart of the dragon is the Daigon's life force and our founder the original forever knight captured it long ago. Perhaps you've heard of the story of St George and the dragon many cultures have laid claim to this tale, embellishing it in various ways. Here is what actually happened sir George was a noble knight who served his king and defended the helpless wherever he traveled.

One day in a far off land he heard tale of a hideous creature a dragon it arrived without warning appeared from thin air any one who challenged it was met with a brutal death or became it's slave. So sir George challenged it and it tried to seize control of his mind but he was too strong the dragon's power were formidable yet George fought on and using the mighty sword ascalon cut out the heart of the beast.

However, it still would not die so the forever knight cast the creature back into the pit from wence it came separated from the heart the source of its unnatural power. So long as the sword penetrates the heart the dragon cannot regain its full power" and Natsu said "you mean we were safe" and Ben said "we have to protect the heart from Vilgax.

Driscol said "that is easy enough said but to protect we must first find it" and Kevin said "what you lose the address" and Driscol said "those who had fallen under the dragon's spell build a shrine around the heart. It travels between the dragon's world and our and it never appears twice in the same place." Ben said "but George knows where it is why don't we ask him" and I said "you know it's almost impossible to ask a dead guy questions about his past right."

Ben said "except George isn't dead is he" and Driscol said "how did you know" and Ben said "you talk about him as if you know him personally, he's some kind of immortal right." Driscol said "his life is bound to the sword Ascalon he cannot die and we cannot question him" and Ben said "I'm not in the mood to argue protocol Driscol."

Driscol then said "the first knight has been missing for days we know not where he's gone" and Ben said "than we'd better find him don't you think." The knights led us to their hideout and showed us to where George had been sleeping and Driscol said "these are his quarters but these ruins are undecipherable" referring to the math equations on the walls.

Gwen said "what do you mean it's just calculus" and like a smartass Grey said "what they don't teach math in forever knight school" and that only got him a scowl from Driscol. Gwen then started lighting up the equations with her powers and after a few moments of mumbling to herself about the math and said "got it."

Natsu said "what do you got something to eat" and she ignored that and said "latitude and longitude of the place where the shrine is going to appear in about 4 hours." Driscol then said "you have been most useful" and then shot each of us in the back except me since I managed to turn around before he aimed his blaster at me and that caused us to lose consciousness.

(4 hours later)

We regained consciousness and Grey said "uh what happened" and I said "the forever knights tricked us and Driscol shot us in the back which caused us to lose consciousness." Natsu said "okay let's go find those medieval freaks and give them a piece of what's coming to them" and we got on the rustbucket 3 and both Ben and I took the wheel much to the chagrin of Kevin." After flying toward the shrine for about an hour I felt something and Ben said "what's going on" and I told him what I saw "the seal and Vilgax he's heading for it George and Driscol followed him but they're down."

Kevin who was moving Ben from his seat and looked at the current coordinates we were at and said "even if we leave atmosphere and come back down, we're still about an hour away" and Ben said "that's not good Gwen I need you to teleport us to the seal." Natsu then got up as Kevin put it on autopilot and said "are you kidding she can barely do that while we're standing still.

Now she's still feeling the after effects from that Daigon thing taking her over, we're going over a thousand miles per hour, and at least 200 miles up it's too dangerous." Ben said "We really don't have a choice" and Natsu got in his face and said "what do you mean we you were the one who was too busy player hero that he missed the big picture not to mention your ego has been a bit too overinflated lately.

Also, I'm not going to let you risk her life so you can fix your screw up" and Gwen said "Natsu lay off of him I can do it" and he said "are you sure about that" and she said "yeah I have to so that we can stop Vilgax from whatever he's trying to do." We all then joined hands and a magenta hurricane appeared around us and after it died down, we were in the cave where we first encountered the seal.

Ben then ran forward as Gwen fell unconscious from the sheer force of having to teleport all of us at once and I went right with Ben while Natsu stayed behind. Ben said "listen to me Vilgax you have no idea what you're doing" and Vilgax retorted "I know precisely what I'm doing" and Ben then got a smirk on his face and said "so do I" and transformed into a form that I'd never seen before that he called Eatle.

Vilgax merely blasted Ben back and I transformed into one of my Satan soul forms and flew up to attack him to get him to stop but he just backhanded which caused me to land right on top of Ben and we both transformed back. I noticed the others started charging in and Vilgax said "you've already delayed me enough" and swung his arm in an arc which sent the others flying.

The seal started glowing and I was able to feel a huge amount of energy come from it and Lisanna got up and formed a shield dome around all of us but it was starting to break. I forced myself up and grabbed a hold of her hand and used what power I had left to reinforce the dome. As the light died away the shield was almost destroyed even with my reinforcement of it and it disappeared section by section until it was completely gone."

Erza said "what happened to Vilgax" and Ben said "I don't know but I think we won" and I said "more like Daigon won for us he took his heart back to his dimension and with the seal broken he can now travel between our two dimensions freely." George then walked past us and said "it is far from hopeless" and he walked over to his sword and picked it up and held it above his head.

He said "Ascalon is mine once again now, now you will see what the dragon saw" and the sword started glowing and Ben said "stop him." I said "there's no need" and after the glow from the sword vanished George had long flowing locks of blond hair and a more muscular build while being decked out in complete medieval armor and he said "let the dragon come."

 **Yet another chapter done in the next chapter we're going to be going over the events of the episode of Ben 10 Ultimate alien titled solitary alignment. As I thought not much changed but hey it's not like every episode is going to change dramatically. Also I need to address how Ben knew about the esoterica the reason he knows about them is because in this alternate universe where Julie doesn't really matter much and therefore isn't really duped into joining the flame keepers circle I feel the plumbers would keep an eye on them.**

 **As they would be keeping an eye on them they would know about Vilgax and since his group is the only one powerful enough to stop Vilgax they would keep Ben up to date on their most recent activities. Anyway with that done for now this is diamondholder signing off.**


	24. solitary allignment

**Hello my fellow readers, writers, and people who have been enjoying this story so far, I'm back with yet another new chapter. In this chapter we're going to be going over the events of the episode of Ben 10 ultimate alien title solitary alignment. I know for a fact that nothing will change but this is one of my favorite episodes so don't hate anyway I don't have anything else to add so let's get this show on the road.**

"Talking"

" _Thought"_

" **Yelling/spell name"**

(author's input, location change, time change)

Mira's P.O.V

After reclaiming his sword and getting decked out in what could me mystic armor or something, he sheathed his sword and took his helmet off. Gwen said "I don't believe it" and Ben said "yeah you'd think he'd have helmet hair" and I said "I think it's less that he doesn't have helmet hair and that he's decreased in age by what appears to be at least 60 years."

George walked up to us and said "you have my permission to genuflect" and Natsu said "I'll genuflect whenever I want and not when someone says I can." Grey said "you idiot genuflect means kneel down to him" and Natsu said "oh in that case I never genuflect to anyone" and we all facepalmed at his stupidity."

As he was drawing his sword out to most likely strike Natsu down Ben said "you need to put the sword down now" and George said "why would I do that young master Tennyson ascalon is mine." Out of a darker corner of the cave a voice said "no it's mine" and the person who the voice belonged to was revealed to be Azmuth.

Ben said "Azmuth that's your sword" and Azmuth said "hence the word mine try to keep up Tennyson" and George looked down at Azmuth and said "I haven't the time to bandy words with you Azmuth the monster hides within" looking at the seal "but not for long now this ends." He put his helmet back on and drew out his sword again and ran through the crack in the seal that Vilgax had made.

As he came back out Lisanna said "that was a really quiet monster" and George said "it wasn't there apparently with the seal broken the creature can enter or exit this dimension wherever it pleases." Azmuth said "then there's no reason to prolong this foolishness give me my sword" and George said "not while the Daigon lives if you want it, you'll have to take it from me."

Azmuth said "you think I can't I'm Azmuth creator of the Omnitrix, sculptor of worlds, smartest being in 5 galaxies of course I can take it from you." He then looked toward Ben and said "Ben Tennyson take it from him" and he said "you got it" and I said "Ben wait doesn't this seem a little" but he cut me off "Azmuth is telling me to fight you think I'm passing that up."

He then transformed into Fasttrack and rushed toward George who merely sidestepped and held his arm out which Ben ran right into and end up on his back against the wall where the seal was etched into. He said "I thought that would go differently" and Kevin said "no it's good he loses way faster than XLR8" and I said "really not the time for banter.

I then transformed into my first Satan soul form since that was all I could achieve with the little power that had returned since Vilgax had whacked me aside as if I were nothing. George said "I'm warning you" and turned around and charged at Ben who was still down and sliced at him and Ben had barely managed to dodge by jumping over him.

George then went after Ben some more only for Ben to dodge all his strikes and get behind him again and George turned around and slammed the ground with the sword. There was a burst of energy from the sword and it traveled to the far end of the cave and cut Ben off from running and Kevin grabbed George from behind and George said "let go."

Kevin said "make me old man" and he flipped Kevin over himself and I heard a ripping sound like hair coming out and George said "respect your elders stripling and by the way hair pulling seriously you fight like a girl" and I shot a dark eraser at him while Gwen shot mana blasts at him and I said "no we fight like girls."

He then turned toward us and I shot another dark eraser at him which ascalon managed to deflect and I was surprised to say the least and he shot electricity from the sword at me which caused me to flame into the back wall. He then charged toward Erza who managed to dodge his attack and get behind him but he swiped back and caused the sword to slice her heart cruz armor and must have hit her back since she fell.

Grey then prepared his attack and I knew it was him since I felt the temperature in the cave drop by about 20 degrees. **"Ice make: lance"** however George shattered each lance that sent his way and did another beam thing that made Ben stop running at Grey and he did get hit by it but not enough to kill him.

Natsu charged in with his fists ablaze and called out his attack **"Fire dragon's iron fist"** which George met head on with his own fist and Natsu seemed shocked. George then reared his fist back and punched Natsu in the face hard enough to send him reeling back and Lucy pulled out a gate key and summoned out Loke" and he charged in almost instantly.

However, after getting in a good hit on George he was sliced down the middle which caused him to have to return to the spirit world to heal himself. George said "I guess that takes care of" but was cut off by Ben transforming into Humungosaur and George stepped back a bit as Ben advanced. As Ben charged faster then George could back up, he created a whirlwind with his sword which was pushing Ben back.

He was crawling across the ground while still be pushed back by the ground breaking under him and as he got up from the rock he was slammed into he said "well that blew" and we all surrounded George. George said "I've been going easy on you stay down" and Ben said "As if that's going to happen" and he said "you were warned" and his sword shone brightly and as the light disappeared Ben was forced to change back and I was forced to drop the Satan soul transformation.

George said "it would be dishonorable of me to destroy you while you're ignorant of the stakes to say nothing of the swords true power" and he created a portal in the shape of a slice. Before going through the portal, he said "but be assured the next time any of you get in my way it will be the last" and the portal closed almost instantly after we couldn't see him anymore.

As Kevin was rubbing his eyes from the swords bright flash, he was looking toward Lisanna and said "guys makes a convincing case what do you think Ben." Lisanna said "Ben is over there" and he said "sorry I'm half blind" and Lisanna said "so I only half look like a guy" and he lowered his head in shame of that.

Ben turned to Azmuth and said "what was George talking about" and Azmuth said "now isn't the time for questions" and I said "actually I think when someone isn't smacking us around with a magic sword is the perfect time to ask." Azmuth then said "it's not magic its science" and Ben said "yeah your science" and Azmuth said "yes but."

He was cut off by Ben "no, no buts, buts are for horses" and Gwen said "no hay if horses" and he said "then what are buts for." Kevin said "they're for getting kicked by guys with magic swords" and Azmuth said "I told you it's not magic are you people learning impaired." Ben said "look you're the one always yelling at me for going into a fight without thinking without asking the right questions.

So I'm asking don't I deserve to know" and Azmuth just sighed and said "Very well close your eyes" and we all did and I heard him snap his fingers. After a moment he said "okay open them" and we were on a completely different planet" and Ben said "Teleporter" and I said "had to be but where are we." Then a rumbling appeared from behind us which caused us to become unbalanced for a moment and the volcano we were standing on the face off erupted.

Grey called out a move **"Ice make: Shield"** only for nothing to happen and he said "what's going on" and Kevin just said "look out." We ran from the lava that was running toward us only it seemed to be in vain since it was quickly catching up with us before it covered us completely. However, I didn't feel my skin burning off before dying and I said "what's going on I can't even feel it."

Azmuth then appeared and said "that's because it's not really here" and Ben said "is this primus" and Azmuth said "yes the world I built several thousand years before you saw it." Natsu said "work in progress" and Azmuth said "we're all works in progress you are seeing images into which I have immersed you but you are like ghosts unable to interfere the concept may be too much for a human mind to grasp."

Ben said "not if you've seen a Christmas carol" and Azmuth said "I have no idea what you're talking about now be quiet and pay attention." Azmuth snapped his fingers again and we appeared in a lab and I said "hold on that last image was completely unrelated to what you're sharing with us you really like scaring us half to death don't you."

He appeared with a smirk on his face and said "well I have to have some fun as well" and we saw an Azmuth looking into some machine that I guessed was like a microscope." Kevin then said "oh I get it he's the ghost of Azmuth past" and Azmuth said "yes and you can't change the past no matter how much one would like to."

Ben asked "would you I mean if you could" and then a female voice said "still at work Azmuth if I'd known you'd become so obsessed with it I'd never have created the subatomic viewer for you." The ghost of Azmuth said "it enables us to gaze upon the primal forces of the universe zennith how can you not want to harness it."

This Zennith said "we've had this discussion and you promised me an evening away from the lab" and the ghost of Azmuth said "you're right my love." I said "aw how cute even you had a girlfriend at some point" and Natsu said "seriously what's this got to do with what you're telling us" and Lisanna said "I think it's sweet."

Azmuth said "she was she was perfection" and we were teleported to another part of this memory and ghost Azmuth said "Zennith how can you not see the possibilities of tapping into the fundamental forces." Zennith said "I'm as curious about those forces as you but I don't see the need to try and control everything."

Ghost Azmuth said "if you don't control something you don't truly understand it" and Zennith said "I understand you Azmuth and I'm sure you're beyond anyone's control" and the two memory images kissed. Ghost Azmuth said "okay Zennith I'll try things your way promise" and Ben said "let me guess you broke your promise."

Azmuth said "I truly intended to do as she asked but then Zennith drew my attention to something" and the memory continued. Zennith said "look Azmuth that planetary system is in perfect syzygy" Ben said "perfect what" and Gwen said "it means alignment all in a row." Azmuth said "yes and I looked to the heavens gazing at those glowing planets shimmering in a straight line and all I could see was a sword.

At another memory in the same lab as before Zennith said "a sword" and ghost Azmuth said "it's perfect it could cleave right through reality tap into the primal energies." Zennith said "it's irresponsible to create things without thinking through the ramifications" and ghost Azmuth said "its not my job to worry about what happens next what matters is what happens now."

Ben said "well that's true enough" and Azmuth slapped him on the back of the head and he said "ow what" and Azmuth said "no that's not true that's the point of what I'm showing you that I was once as young and stupid as you are at this very moment." He then snapped his fingers and a wave washed over all of us but only affected the ghost of Azmuth and his love.

The scene was then replaced with ghost Azmuth using a smaller welding torch and put the final touches on the sword that we had faced mere moments ago. After a moment he said "Zennith its finally finished come see" only to turn around and see that she was no where in the lab. After repeating her name the ghost Azmuth said "oh well she'll be back" and Lisanna said "she never did come back did she."

Azmuth said "no" and then turned to Ben and said "that Ben Tennyson is the point" and Ben said "so you hit me in the head because you were dumb enough to ignore your girlfriend." I said "how long has it been since our last date" and he said "this isn't about us" and Grey said "sure it isn't keep telling yourself that."

Erza said "what ever happened with the sword" and Azmuth said "you know of the incursions" and Kevin said "sure a space-going warrior race always fighting with each other and everyone else." Azmuth said "did you ever wonder what happened to their home world it was war torn as multiple factions battled endlessly in an eon long civil war.

The one would be hero learned of my sword, stole it, and returned home intending to reunite his world and this was the result" and the image shifted to show a planet blowing up. As the bright light died down it showed the sword floating in the endless vacuum of space until a ship appeared and grabbed it and the ghost of Azmuth who was piloting that ship said "what have I done."

Azmuth said "Zennith was right all along so I vowed to hide away the sword and dedicate myself to peaceful sciences." Lucy then said "so you created the Omnitrix as a way to promote interstellar peace and unity" and Azmuth said "it was an apology for what I had built before." Ben then said "yeah and I turned it into a weapon funny how that worked out" and Azmuth responded "yeah hilarious" with heavy sarcasm in his voice.

Grey said "okay if you vowed to hide it away how did George end up with the sword" and Azmuth said "I gave it to him" and then he snapped his fingers and the area around us completely changed. We were now on a planet with red skies, clouds of the same shade, with multiple trees all around where as we were in a small clearing.

I said "okay where are we now" and Azmuth said "a pathetic backwater world that I had run across in my studies" and Gwen said "we're on earth aren't we" and Azmuth said "yes I came here when earth was in its darkest hour and I made things worse. The creature planned to cross dimensions and arrive here in what you call the medieval era.

It's minions already in our dimension to pave the way encountered resistance the knights gave a good accounting of themselves but many fell to the mind control abilities of the creatures. So, knight turned against knight and only the strongest willed were able to resist and the strongest of them all was sir George."

We saw the knight I assumed was George take on two of the creatures we fought a while back at once and he was winning. He sliced one of them in half but as the other was about to attack him a larger creature batted it away from him as if saying that George was its to take over. It then smacked him away and as three more of the creatures surrounded him, they looked off and scampered away like little kittens against a full-grown dog.

After dodging a few strikes George climbed onto it's back and pulled out a spear that was lodged in the creatures back which caused the creature to throw him off. He got back up and charged at the creature and rammed the spear into his head which caused it to fall dead. However, the three creatures that had scampered off before returned and lunged at him which forced him to have to retreat.

Azmuth said "thought brave he was he would have fallen had I not interceded" and a ghost of Azmuth appeared in front of a kneeling George and said "tough day." George sprung back up and said "a demon from the pit a tiny demon" in fear" and ghost Azmuth said "I'm no demon from the pit I'm a visitor from the stars.

George said "not everyone is who they claim to be" and ghost Azmuth said "you would know you're more than you appear are you not. You were born what 900 earth years ago" and George said "how did you" but was cut off by ghost Azmuth "it's my business to know." George said "it's true I was born Georgius a roman soldier in the year 231 AD nearly a millennium ago.

How is a story for another day would that I had not been blessed with immortality if it meant living to see mankind brought low. We have no weapon that can defeat the creatures" and Ghost Azmuth said "now you do" and the Ghost of Azmuth snapped his fingers and the sword appeared. He said "this sword is a weapon of terrible power if wielded by one that is worthy it cannot be stopped."

George asked "if it is so formidable why do you not wield it yourself" and Ghost Azmuth said "because I'm not worthy." George took a hold of it and after a light show he appeared in the same armor that we saw him in earlier. Ghost Azmuth said "listen carefully you battle now are nothing compared to their master he has enslaved a hundred dimensions and now seeks to enslave ours.

Should he gain a foothold here our entire universe will fall when the Daigon comes you must destroy him" and George said "what happens after I slay the Daigon." Ghost Azmuth said "I very seriously doubt you'll be able to" and George kneeled and said "do not doubt me wise one your gift may have saved humanity."

As George walked back into the fray Ghost Azmuth said "saved it or doomed it" and Azmuth said "After defeated the arrant knights and the lucubras sir George stood alone against the Daigon. He cut out it's heart and kept the sword buried in it I'll show you now" and he snapped his fingers and we saw the image of the battle for humanity.

However, it was too gruesome for most of if not all of us and I only saw the part where George was getting knocked back and since I had a feeling I knew what was coming I closed my eyes and held tighter to Ben then I had before. Kevin in a horrified voice said "no" and Gwen said "I can't watch I'm going to be sick" and that was pretty much the same for the rest of our group and Ben said "Azmuth get out of here now, NOW."

Azmuth said "as you wish" and he snapped his fingers and we reappeared in the cave where the seal was broken and Ben said "are you guys okay." I said "let's just say I won't be able to get that image out of my head for a long time" and Lisanna who was kneeling with her hands over her face was approached by Kevin who wrapped his arms around her.

He said "We don't have to be involved in this anymore" and Ben said "why stop George if he's just going to use the sword to stop the monster." Azmuth said "because the monster won't underestimate him a second time George will likely never reach his target and meanwhile the power of the sword will overwhelm him.

Your world may end up as nothing more than floating rubble" and Ben said "okay so you're saying the sword needs someone worthy, someone incredibly brave and handsome, someone with a stylish green jacket" and I said "don't even think about it." Lucy said "didn't you learn anything the power of the sword will overwhelm you too" and he said "oh come on from the reports that you claim you've read you know I'm the go to guy for universe saving."

Gwen said "we don't even know where he is I mean maybe if I had something that belonged to him" and Kevin opened his hand and said "you mean like this" and showed a lock of blonde hair. Ben said "is that his hair" and Kevin said "yeah it came off when he threw me off of him" and Azmuth said "be careful Ben Tennyson now you know the stakes."

He said "I don't even bother getting out of bed in the morning unless the universe is at stake" and Gwen tracked George and said "he's at area 51" and I said "wasn't that place blown up" and Kevin said "they've rebuilt it so lets rock and roll. As we got there both Ben and I flew up to the roof of the building that George was in while the others took on the knights. We flew down when the coast was clear and we transformed back to our normal looks.

He opened the door and we both walked in and as the door closed, George said "so predictable tell me Master Tennyson, Madam Strauss how do you think you who have yet to live a single life time knows better than me who has lived a thousand." I said "Azmuth has lived more than that" and George said "yes and notice he isn't here" and Ben said "yeah but guess who is" and he transformed into Humungosaur and then immediately Ultimate Humungosaur while I turned into my base Satan soul form.

George said "big but I've slain bigger" and he sent a wave of energy at Ben which didn't affect him at all and Ben started shooting bone fragment missiles at George while I was staying back shooting dark erasers at him. Ben then punched the ground which sent George flying back and knocking the sword closer to him and he bent over to pick it up.

However, before he could George held out his hand and the sword instantly returned to him and Ben said "that sword has too much power Azmuth says" and George said "Azmuth says. You've had people second guessing you master Tennyson everyone from Azmuth, to your parent, to those jackals in the media.

Does it not frustrate you that they think they know better" and Ben said "a little yeah" and George said "Welcome to my world" before charging at Ben. Ben said "it doesn't matter what you think sooner or later that sword will corrupt you" and George said "it didn't before I achieve great things with it. My feats are legendary" and Ben said "so are mine" and George said "but mine have withstood the test of time, mine have inspired millions what will your legacy be.

With what stars will you align how many times have you known in your heart that your way is best how many times have your plans been thwarted because the very people you want to protect don't trust you. Ben said "what do you want" and George said "to be left alone so that I can slay my ancient enemy" and Ben transformed back and I dropped my takeover.

Ben said "fine we'll back off but when you fail the sword is mine" and George merely nodded and we went back to the cave since that's where Azmuth said he would be waiting for us and we were quite lucky that George called off the other knights. As we got there Kevin said "so we stuck our necks out for nothing" and I said "no this way we've got two chances of destroying this Daigon."

Ben said "George had earned the right to try things his way Azmuth I don't think you should have tried to stop him." Azmuth said "you could be right" and Ben said "I mean George says I'm like him and you say I'm like you wait what I'm right." Kevin said "maybe the world is coming to an end" and Azmuth said "I said you could be right and it's not like I've never made mistakes as you now know.

All the reason I told you I build the Omnitrix and Ultimatrix they're all true but there was one more the real reason" and he looked up at the sky and said "I was hoping that she would notice."

 **Yet another chapter done in the next chapter we're going to be going over the events of the episode of Ben 10 Ultimate alien titled inspector No. 13. I know things will change quite a bit in that so just be ready for that. Until next time this is Diamondholder signing off.**


	25. inspector no 13

**Hello my fellow readers, writers, and people who have been enjoying this story so far, I'm back with yet another new chapter. In this chapter we're going to be going over the episode of Ben 10 ultimate alien episode titled inspector no. 13. I don't know how much of this episode will change but I know at least one thing will.**

 **Anyway, enough talking about this so let's get this show on the road.**

"Talking"

" _Thought"_

" **Yelling/spell name"**

(author's input, location change, time change)

Mira's P.O.V.

We were all heading toward a movie theater for a triple date with Gwen and Natsu, and Kevin and Lisanna, and Ben and myself. As we were about to leave Lisanna said "I'm kind of worried about Kevin he didn't come to our room at all last night" and I said "maybe he was just busy and forgot to sleep again" and she said "maybe but let's stop by his garage before the movie theater."

We did so and we all walked into his garage to see him either sleeping or knocked out against a techadon that he had saved. As he was coming around Lisanna said "I thought we had an agreement you stop sleeping in your garage and I stop bugging you about sleeping in your garage." Kevin got up and grabbed Lisanna and pulled her back a little bit and said "Lisanna get back, power up this guy is" before realizing that the person he was talking about wasn't there.

"is completely not here anymore" I said "What guy are you talking about" and Kevin said "this is bad this is very bad I think a weapon master of Techadon was here." Lisanna said "wait are you talking about the robots" and he said "no not the robots the guys who make them the weapons masters." Lisanna said "we've beaten them before so it can't be that bad."

he said "you're not listening we've never beaten those guys we've never even met those guys they never leave their home planet ever." Lisanna said "okay so one of this race that don't leave their planet are here what did they want in your workshop" and Kevin said "I don't know he was talking gibberish, making lists he said something about the Omnitrix he's after you Tennyson."

Ben said "okay then let's get lure him out so we can figure out what he wants" and just as I was about to protest that idea a cubical ship landed right in front of us just barely avoiding the two cars. A doorway opened on it and this guy in a white suit with various things hanging off his belt and green skin came out of the doorway and said "omnimatrix signature located.

Device is fused to terran adolescent anomalies extent" and Ben said "this isn't really the Omnitrix" and the weapon master I assumed he was said "deploy scanalysis array." 4 of these things came out of the ports on his head and started I guess analyzing the Ultimatrix and Ben said "look I'm all for being friendly and all."

The weapon master cut him off "multiple code variants extant energy patterns differentiate from known exemplars close examination is required." He then picked Ben up by the wrist and Ben said "okay that's it" and transformed into Terraspin and I turned into my base Satan soul form and shot a dark eraser at the weapon master.

I said "you might want to leave him alone or you'll be dealing with a real demon" and he just apparently ignored me and said "aldabran defense scenarios deploy concussion swarm." Several of these tiny metal balls appeared out of the ports on his head and turned red before surrounding us and Ben turned into his fan phase of Terraspin and blew them all out the door.

the metal balls just barely managed to avoid the cars and I heard Kevin breathe a sigh of relief but the smoke came into the garage. As the smoke was just starting to clear a few metal tendrils wrapped around me and started dragging me along. I noticed that they were also wrapped around Ben as well and Natsu said "if you want to take them, you'll have to go through me **Fire dragon's iron fist"** and the weapon master barely dodged him.

He said "you have unnatural abilities for a human you also require closer analysis" and Lisanna looked like she was about to spring into action but I shook my head. As we were entering the ship Natsu got wrapped in another batch of the metal tendrils and they pulled him into the ship as well." We were brought on the ship the weapon master strapped us to these floating examination tables.

I noticed that I was still in my Satan soul form even though it should have dropped when I relaxed and the weapon master turned to me and said "surprised your unnatural transformation hasn't dropped yet." I said "I might have been wondering about that" and he said "as long as you are restrained on that table you will never drop that form since I need to examine your form for research purposes."

Ben said "yeah no you might want to let us go right now do you know who I am" and the weapon master turned to him and said "Benjamin Kirby Tennyson, Terran, human, active plumber agent, planetary and galactic defender." Ben said "guess you do" and the weapon master said "new data suggest that the omnimatrix has been modified."

Ben said "it's the Ultimatrix I told you the Omnitrix is gone" and Natsu got over his motion sickness enough to say "as soon as I get off this table thing, you'll be sorry" and the weapon master just looked at him before ignoring him and then turned back to Ben. "directive Galvan technology must be acquired and exploited.

Organic component is superfluous" and a spinning Buzzsaw started moving toward the Ultimatrix and Ben said "yeah you don't want to do that you cut it off me and boom." The weapon master seemed confused by this "boom please define boom" and Ben said "boom as in big honking explosion as in no more whoever you are."

The weapon master said "I am inspector 13 weapon master of techadon you are implicated in my ongoing investigation of failed Techadon units." Ben actually seemed impressed by all this "you're a weapon master nobody's ever even seen one of you guys" and the weapon master said "correction nobody has seen one of us and lived."

I said "and if you were to cut the Ultimatrix off of Ben none of us will survive including yourself I don't know much about you half organic and half machinery-based lifeforms but I would think self-preservation is top priority for you." The weapon master then said "deploy code spool access Galvan security measures and breach."

This thing came out of the table that Ben was strapped to and went toward the Ultimatrix and deployed two more tendrils and those deployed 4 more tendrils that started working on the Ultimatrix. A robotic voice that could be heard from the ship we were on said "accessing Galvan code" and Ben laughed and said "good luck hacking the Ultimatrix you'll never" but was cut off by the Ultimatrix.

"firewall 1 breached, firewall 2 breached, firewall 3 breached" all within a matter of seconds and Ben said "yeah okay but there's no way you'll get master control access" and after a few seconds the Ultimatrix said "master control access granted" and I said "you've really got to stop challenging people to prove you wrong" and he said "okay yeah I see the error of that now."

Inspector 13 was walking toward him with a sort of blade in hand and was about to slice his arm off when an alarm went off in the ship. The robotic female voice from before said "warning, warning anodite energy surge detected. Countermeasures failing" and a bubble of mana appeared and once it lowered Grey was up front and shot ice make: lance at the weapon master which it managed to dodge but gave the others ground.

Kevin then charged it with his hands formed into a blade and a mallet and as the weapon master was about to attack him with a blade of what looked like light, he was shot in the back by Gwen which knocked him down and out for a bit. However, the weapon master got up a few seconds later and started moving toward a chair in the ship.

Natsu looked at Gwen and said "you good" since she seemed out of breath and she said "it's okay teleporting is, I'm fine." Ben then said "so's he" and the weapon master got in the chair and connected the ports on his head to it and said "accessing internal defense grid." A giant pillar then started coming down from the ceiling toward Grey but he dodged it while another one went after Kevin and pinned him to a wall.

Erza requipped into her heavens wheel armor and sliced the pillar that was pinning Kevin against the wall and then using her swords sliced the cuffs that were holding us to the table. However, the cuffs seemed to be more durable then her swords since after a few slices her swords broke and Kevin said "I got this" and he ran over to Natsu first since he was arguably the most powerful person with us.

After a moment of wacking the cuffs on his table with a metal mallet that his hand was in the form of they just opened and he dropped to the ground and said "okay I'm going to get that guy. Erza meanwhile was fighting against the defenses and was actually doing pretty well until she destroyed about 20 of the pillars at which point she couldn't one shot them anymore.

She said "what's going on how is it I can't one shot these pillars anymore" and I said "they must be adapting to you and have started being made of stronger metal or the same metal only more of it." Kevin then freed Ben and I noticed that in his charge toward the weapon master Natsu got held down by having to hold up a pillar from the ceiling or he would have been crushed. Everyone else was also evading the pillars but it was becoming harder and harder the more pillars were there."

As Kevin freed me from the table the weapon master said "deploy plasma cages" and two of these things came down from the ceiling and each had 4 lenses on it. After a moment they fired us all of us which knocked most of us down with the exception of Ben and myself. He said "okay it's hero time" and he slammed down on the faceplate which had a hologram of Diamondhead active on it.

After a bit of a lightshow from the Ultimatrix that was different from the normal a green beam shot out and struck Lucy, Grey, Erza, Gwen, and Kevin which knocked them down again and enveloped them in a green glow. As they got up they were transformed into some of Ben's forms Lucy was Heatblast, Grey was Big Chill, Erza was Fourarms, Kevin was Jetray, and Gwen was Diamondhead.

After clarifying that they were each other Ben said "oh come on" and Erza said "okay Ben I think the Ultimatrix is busted" and he was fiddling with the faceplate and said "yeah." The feminine robotic voice from all around the ship rang out "intruder alert Aerophibian, petrosapian, pyronite, Necrofrigian, and Tetramand present in workshop."

Kevin said "anytime now Tennyson" and Ben said "don't look at me I have no idea how to" but then a hole opened up in the floor below them causing them and Natsu to fall out of the ship and plummet toward the ground. As the hole closed up inspector 13 climbed over the rubble that was in front of the chair he had been sitting in and said "intruders expelled reacquiring Galvan technology."

More of those things that hacked the Ultimatrix appeared from behind him and shot a laser at Ben and me which caused us to dodge and then something came down on us but instead of crushing us it more like grabbed us but not in a hard iron grip. Since the grip wasn't very tight, we managed to wriggle out of it and into the ceiling which was covered in bits of technology as was every part of the ship.

As we were pretty much crawling through the pipes that were part of the ceiling inspector 13 said "escape is not possible terran, surrender is the logical choice." Ben said "yeah I'm more of an intuition type of guy" and I said "I'm the same way" and 13 said "isolate grid 28" and I said "why don't you just drop us off somewhere and we forget this entire incident ever happened."

He said "galvan weapons technology must be acquired and exploited" and Ben said "the Ultimatrix isn't a weapon" and 13 just laughed with a really creepy undertone and quite frankly it was very disturbing. Ben who sounded as disturbed as I did "okay never do that again" and I said "really don't" and 13 said "the omnimatrix is the most sophisticated and powerful weapon system ever devised.

Ben said "I told you the Omnitrix is gone the Ultimatrix" and 13 cut him off "is an arsenal in a box the hand to hand combat applications alone warrant." Ben cut him off this time "okay I get it" and 13 said "think of what an army of soldiers could do if each were equipped with their own" and Ben said "yeah been there done that."

Just then the part we were on started shaking violently so I assumed the ship we were on was attaching to something" and after the shaking stopped the robotic female voice said "docking maneuver complete." Multiple tendrils started going toward an opening that appeared and the robotic voice said "scavenging parts for repairs" and we grabbed onto one each and landed in front of him.

He said "will you surrender the Ultimatrix" and turned to me and said "and surrender yourself to be examined" and Ben said "nope but I'm glad you finally got the name right" and I said "so you can dissect me I don't think so." We ran into the dark area where the claws were doing their scavenging thing and 13 came after us after grabbing a blaster.

As he got into the are the lights turned on to reveal that this was the techadon fabricator that was churning out more and more powerful techadon's each time the last one was destroyed. 13 said "the Ultimatrix will revolutionize our output for centuries" and we each grabbed one of the hands of the techadons and put them on and I said "what about the people that get hurt by your weapons."

13 said "We are simply the creators what others do with the devices is not our concern" and both Ben and myself said in sync "then you won't take this personally" and we both shot lasers from the hands at the weapon master. He was sent flying into the wall which cracked and caused rubble from above to land on him and we tossed the gloves aside and took cover behind one of the multiple machines.

Ben started messing with the dial on the Ultimatrix faceplate and Gwen voice came through "Ben" and Ben said "Gwen you're okay" and Erza said "you're really stretching the definition of ok at this point we're stuck as some of your forms." Ben said "let me try something" and he turned the dial and I assumed that changed them back because Gwen said "good job now don't hit the Ultimatrix again okay."

Ben said "I'm trying to fix it" and Lisanna said "where exactly are you two" and Kevin's voice appeared "the locator in his Ultimatrix says he's still on earth." I said "if you say so Kevin all I know is that we're in some sort techadon factory" and Lucy said "I know where they are it's the same techadon factory that Vulcanus used to attack Ben."

Lisanna said "why did they leave that thing in the middle of downtown anyway" and Erza said "no one has been able to move it." Kevin said "we'll see get in" and I assumed they got in his car and started driving toward the factory. As we were walking through the factory inspector 13 apparently escaped the rubble and was standing in front of us and said "give me the Ultimatrix now."

He then shot a beam at us from the blaster he was carrying with him which we narrowly managed to dodge and get up on top of some machines. Ben then said "looks okay to me" and I said "are you sure about that" and he nodded before slapping the faceplate only for nothing to happen." He then kept pushing down on the faceplate and after the 3rd time I said "it's obviously not doing anything to help us so why don't you stop with it."

13 found us quite quickly and sent tiny metal balls after us which were shooting lasers at us so we grabbed a couple more of the blaster arms and started destroying them. While we were running to avoid behind hit by the few that survived us blasting them the robotic voice called out "repairs complete full system access now available."

I heard 13 say "activate factory internal defenses" and as Ben threw aside the techadon hand that seemed to be out of power he jumped up to grab another one and a bunch of the wires grabbed him and carried him over toward 13. I figured there wouldn't be anyway that they could have more wires from the same place so I tried to get the hand that he was reaching for only for my theory to be proven wrong.

The wires also carried me over to the weapon master and Ben said "you don't have to do this" and the weapon master ignored him and said "deploy dermis excoriator and radioulnar decoupler." Ben said "if I knew what that meant I bed I'd be pretty nervous right about now" and I said "seriously nothing he's had yet has been good so why wouldn't you be nervous right now."

As these blades came out of the compartments on 13's belt and whirled to life Ben said "for the last time the Ultimatrix is not a weapon" and the weapon master said "perhaps but it soon will be." As he was about to cut off Ben's arm what looked like Nanomech appeared and said "Back off" and shot a green beam at the weapon master.

It then looked at Ben and said "dude Ultimatrix totally a weapon" and I guessed that the Nanomech lookalike was Kevin. As Kevin kept blasting the weapon master with green energy Upchuck appeared between us and said "okay you two hold still" and jumped up on my back first and started eating the wires that were holding and taking a short break to say "stupidest power ever."

The robotic voice said "unknown bio-mechanical organism present in workshop" and the weapon master said "insectoid defense scenario deploy splat." Kevin then said something that was too quiet for me to make out before getting hit by a giant fly swatter. The weapon master who seemed to be getting madder said "distractions, interruptions, arguments illogical it ends now."

He then walked to the center of the workshop and said "Techadons activate destroy all alien intruders" and Techadons started swarming around us after assembling themselves since Gwen was now getting Ben free and I noticed that there was a Chromastone lookalike, an XLR8 lookalike, and a Grey matter lookalike behind some machines.

Ben got free and said "get out of here" and Gwen said "yeah that'll happen Ben use the Ultimatrix" and Ben said "wait weren't you just telling me to stop messing with it." Gwen said "upchuck can't fight these things" and Ben said "you might get something worse goop or stinkfly" and Gwen said "or Humungosaur or NRG, or" before being grabbed by a techadon.

I said "okay no time for a debate like this" and I slammed down on the faceplate and Gwen was turned into Rath, Lucy I assumed was transformed into Humungosaur, Grey was transformed into Upgrade, Erza was transformed into Swampfire and Kevin was turned into Ampfibian. Gwen turned to the techadon holding her and said "let me tell you something unstoppable techadon battle robot" and she then ripped it's head off.

After smashing the head into a tin can she said "you should have quit while you still had a head" and then threw the head aside and started charging at more techadons. As more Techadons were about to shoot at us Kevin flew through them frying them from the inside and said "one side hot stuff coming through" and he was blasting more with the energy that he must have absorbed from the ones he flew through.

The robotic voice said "intruder alert appoplexian, amperi, Methanosian, Vaxasaurian, and galvanic mechamorph present in factory. While everyone was fighting Gwen said "let me tell you something talky voice that nobody ever sees we're going to bash these stupid robots all day long so Ben can fix the" and she was struggling to say Ultimatrix as Rath.

She finally decided on saying "so he can fix the stupid watch" and Kevin floated up beside Ben and said "the maniac catgirl is right" and Gwen said "Rath heard you Kevin Ethan Levin." Kevin said "you got to fix this Tennyson" and after a moment of looking at it in which Kevin shot electricity through three Techadons heading our way.

Ben said "boy am I stupid" and Gwen as Rath still said "let me tell you something Benjamin Kirby Tennyson everybody knows that." Ben said "Ultimatrix user access voice recognition mode." The Ultimatrix replied "user Ben Tennyson recognized voice command mode activated" and Ben said "Ultimatrix hard reset" and the Ultimatrix responded "hard reset in progress."

After a moment it said "Ultimatrix reset" and Ben said "here we go" and slammed down on the faceplate and everyone turned back into their normal forms which caused Kevin to humorously land on the ground by falling out of the air. As they were regrouping the weapon master appeared and said "Deploy meta shackles" and hand and leg cuffs appeared and cuffed everyone's arms and legs together.

Kevin was trying to break them with brute strength and looked at Gwen and said "what are you waiting for bust us out" and she said "I can't I told you they adapted to me." The weapon master walked up to them and said "you have damaged my vessel, you have damaged this factory, you have delayed acquisition of galvan technology."

Gwen said "Sorry" in a confused voice and the weapon master continued "you hybrid anodite will be studied to enhance our defense systems" and the turned to Kevin "you hybrid osmosian will be repurposed to create raw material for techadon forges" and then turned to the others "you three will be studied and dissected to acquire access to artificial magic."

Ben had transformed into Fourarms and as the weapon master said "Deploy" about to summon something to hold the others more securely both Ben and I popped up behind him with me in my base Satan soul form said "deploy this" and we both punched him across the room there he fell unconscious or offline or whatever.

The robotic voice said "alert, alert Tetramand and unknown creature present in workshop" and Ben said "oh really" and I finished "who told you." As we got out of the factory and the weapon master came back online or whatever he got in his ship and took the whole factory away and as it was taking off Lisanna said "you think they'll send anyone else after us or the Ultimatrix."

Kevin said "I purged inspector 13's computer there's no way he'd embarrass himself by admitting that he got defeated by a bunch of teenagers." Erza said "a thought just occurred to me the Ultimatrix gave us your powers right did you even check to see if you got ours" and Ben said "oh man" before slapping himself on the forehead and I said "it would have been easier if either of us had thought about that."

 **Yet another chapter done and let me tell you this chapter was a bitch and a half to write and quite frankly I'm glad I'm done with it. Anyway in the next chapter we're be going over the events of the episode of Ben 10 Ultimate alien titled the enemy of my frenemy. I don't know how much that will change but it will change somewhat so until next time this is Diamondholder signing off.**


	26. the enemy of my frienemy

**Hello my fellow readers, writers, and people who have been enjoying this story so far, I'm back with yet another new chapter. In this chapter we're going to be going over the events of the Ben 10 Ultimate alien episode titled the enemy of my frenemy. I don't know how much of this episode is going to change in this chapter with the Fairy tail element in it but I guess we'll see.**

 **Anyway with nothing else to add let's get this show on the road.**

"Talking"

" _Thought"_

" **Yelling"**

(author's input, location change, time change)

Gwen's P.O.V

I was breaking into Hex's magical library which at this point had become second nature to me since I had already done it so many times. as I got up to the main window using mana stairs and avoiding the stone golems I did as I normally do which was project a bit of mana to break the defensive spell that was always around the window.

After breaking the spell and stepping into the library I put the last book I took back before grabbing another one and I opened it. However, that seemed to be a mistake since a bluish see through sphere appeared around me which also caused me to drop the book out of shock. Then Hex's voice appeared "at long last I've caught the little book work that's been stealing from my library

I tried firing my way out of the sphere with a mana blast however that only caused it to rebound back at me and the sphere to start shrinking. Hex then said "it won't work Gwendolyn the energy from your spells only makes the sphere more powerful" and he came down from apparently the roof in another sphere and landed surprisingly gracefully on the ground and the sphere he was in dispersed.

"what I'm saying is you're about to face a final crushing defeat" and the staff he was holding opened the mouth on the end of it and it glowed with red energy. In panic I said "what it's about Charmcaster" and Hex jumped to the wrong conclusion "what have you done with her." I said "I'm trying to help her she took us to legerdemain we came back after we defeated Aggregor but she stayed behind to fight Addwaitya.

As soon as he heard that the mouth of the staff closed after the red energy in it died down and the sphere disappeared and he said "she went back to legerdemain she's still there." I said "she said she want to avenge her father and free her people I promised I'd find a way to get back there and help her that's why I needed your books." He turned his back on me and said "don't bother if's still in legerdemain then my niece is already dead."

I said "you don't understand Aggregor stole the alpha rune Addwaitya was practically powerless" and he said "the book" and created another sphere that enclosed the book in it and the sphere placed it in my hands and he said "open it." I did so and a glowing magenta line with various symbols appeared and I said "what's happening" and he said "the true name of legerdemain has been changed and it changes again every few seconds."

I said "but without the true name there's no way to travel there" and Hex said "a spell like that would require unbelievable power after you defeated Aggregor Addwaitya must have regained the alpha rune." I responded "then come with us if we combine our powers we could defeat him" and he said "my brother gave his life so his daughter and I could escape that accursed dimension I love my niece dearly but I'm not about to go on a suicide mission.

Take the book take whatever you want just leave me at peace" and I put the book in my satchel along with a few others for recreational reading and headed back to the plumber base.

Mira's P.O.V

After Gwen told us what happened and what she learned she said that she wanted to go back and help save Charmcaster. At this point Natsu started laughing and after a moment he stopped realizing that none of us were laughing along with him and he said "you're serious aren't you." She responded "yeah I am I promised I would go back and help her" and Grey said "just so we're on the same page you want to go to legerdemain and help the person that's always been trying to kill you.

I don't know about you but if someone were constantly trying to kill me I defiantly wouldn't do them any favor just ask any of the dark guilds that we've trashed." She said "Addwaitya's an evil oppressive dictator don't we have a moral obligation to help fight him" and while most of us said yes Kevin said no and decided to lay on one of the couches in the room and said "well you guys tell me how it turns out okay."

Lisanna then pulled a light pen out of her pocket and wrote water above him and it materialized and landed on him which got him up from his about to sleep position and he said in a dejected voice "I'll go fire up the rustbucket." As he walked off and we were following him I said "how did you do that" and Lisanna said "I got Levy to teach me a little bit about how to use solid script."

As we got to the door to anywhere Gwen pulled out a laptop and was floating in the air along with the book that she grabbed and was typing frantically on the keyboard of the laptop. Ben said "so what's with the computer are you pirating spells on the internet" and she said "I've written a spell that uses a predictive decryption algorithm that figures out the true name of legerdemain before it changes if I can sync it up right."

Natsu said "so your acting as a magic hacker now" and looked back at Grey and said "is my girlfriend cool or what" and Gwen said "I think it's working here goes" and surrounded her hand in mana and said "ynappis" and after a beeping from the computer she said "darn" and then "Nekoboh" and after a nope she said "Nekwaheew."

After a bit of rumbling that felt like an earthquake the candles that Gwen had in a triangle pattern went out and Ben said "that's the one" and I said "what gave it away." The name appeared above the door and it opened and Gwen said "quick before it closes" and Kevin said "I'm so going to regret this" and Lisanna just pulled him along before he started running toward the door.

Ben and I went in first which appeared to have been a mistake since everyone else ended up on top of us with the exception of Gwen who used mana platforms. As I was trying to get everyone off of us along with Ben I heard Natsu and Grey arguing again "Get off me snowman" and Grey responded "you say that as if I wanted to be on you flame for brains."

I said "would you two just stop arguing and get off of us" and they stopped when I assumed Erza slammed their heads together which caused them to fall off of us." Ben looked at Kevin and said "not one of your better entrances" and Gwen landed right next to us as we were getting us. Ben said "it looks a little different than last time and I said "it's a dimension made of magic so it stands to reason that things would change quickly."

Lucy said "some things haven't changed" and those flying stone bats with a single eye appeared and Gwen fired a beam at them and Natsu said "ease up a bit most of our powers are supercharged here which means it's time to make those bat things toasty" and he ignited his hands. Instead of letting him charge into a battle where we would have to bail him out Gwen just put up a shield which deflected the beams of energy from the bats.

Ben said "could you tie us together so we don't get separated magically I mean" and she said "yeah" and she did so with a loop of her mana around each of our waists and after a moment Ben transformed into Fasttrack and after calling out his name he said "hold on this is going to be a bumpy ride" and I said "what are you planning on doing" and he just took of running with us trailing behind him.

While Ben wasn't normally considered a vehicle in his alien forms Natsu's motion sickness started acting up from the sheer speed of Fasttrack. As we were running since Kevin was at the very end and those stone bats were catching up to us he did some actual quick thinking and turned his hand into a stone slab and slammed it into one of the bat creatures sending it flying back at it's friends.

Ben then jumped over this large rock formation and ran over it and off the edge and grabbed onto it so that the stone bats would leave us alone. He seemed to have just thought over his plan since he started to lose his grip since one of his hands was only gripping lose rocks now. Since I was in the middle of magical 'rope' I said "I'm going to see if I can swing us over to this cave here" and Ben said "whatever you do, do it fast."

I did so and just as I was about to land on my feet, I was grabbed by a stone golem and pulled into the cave which since we were tied together the rest of the team were pulled into the cave as well." Ben said "out of the frying pan" and I finished "and into the lava" and the stone golem instead of attacking us said "shield your eyes" and its hand glowed with white energy and we did so.

It performed a spell "Gir igi-nu" and that sent a beam of light out of the cave and must have blinded those stone bats since they flew away from the cave entrance." The stone golem said "they won't be back for a while at any rate" and Lisanna said "thank you" and Ben transformed back while Natsu was rash as usual "I didn't know rock monsters could talk."

Erza slapped him upside the head and said "I am honestly surprised too and that you speak in English" and Natsu then said "then why did you hit me." She slammed her fist down onto his head and said "Because you voiced your surprise which was insensitive." The stone golem seemed unsurprised by this and said "I speak many languages I am Ignaceous the scribe at least I was a scribe long ago.

We should keep moving" and as we started walking Gwen said "you're people were enslaved by Addwaitya" and Ignaceous said "Addwaitya enslaved everyone everything only a few of us dared fight back." Gwen said "we're looking for a friend of ours she was fighting Addwaitya too" and he said "I'm sorry but as far as I know I am the last of the freedom fighters.

The rest were captured or slain during the chaos" and Grey echoed "the chaos" and Ignaceous said "a few months ago Addwaitya simply disappeared" and Kevin said "probably after Aggregor took the ruin." I said "with Addwaitya gone everyone was free though weren't they" and Ignaceous said "indeed free to pursue the throne themselves.

The rebels became despots each fighting for control I wanted no part of the bloodshed" and Gwen used her tracking powers and said "but Addwaitya's not gone I can sense him I recognize his aura from before." After thinking for a moment Ignaceous said "I suspected as much I've seen signs Addwaitya's returned no doubt more powerful than ever.

If your friend still lives, she is Addwaitya's slave" and Ben said "so it's back to plan a we go kick some turtle but and rescue Charmcaster" and he turned to ignaceous. "you can take us to his castle right" and he said "Addwaitya's citadel lies in ruins he must have a new stronghold but where I cannot say" and Gwen said "that's okay I should be able to track him by his aura."

Kevin said "then let's get moving this dimension's creeping me out" and Lisanna said "Ignaceous I can't ask you to fight but we're not from around here we could use a guide." He said "very well I will accompany you to Addwaitya's stronghold but after that I make no promises" and we started following Gwen.

After a while Ben said "are you sure we're going the right way there's hardly any room for a porta-potty much less a castle." Gwen said "he's close I can feel it" and we continued until we came upon a shocking sight, Addwaitya held up in the air as if he were a prisoner. He was groaning in pain as some stone were stealing his magic from him and Grey said "I don't know who's in charge here but it's not this guy."

Ben said "what's happening to him" and Gwen said "that stone is stealing his mana" and was about to pick it up. Ignaceous said "don't that stone is transmitting his power to whoever imprisoned him if you disturb the flow, they will know we are here." Gwen said "we can't just leave him like this" and Ben said "and since that stone is transmitting power to whoever we're here to fight shouldn't we stop it."

Natsu said "fine" and walked forward, grabbed the stone, and chucked it off the edge of the cliff we were on and said "problem solved." Gwen walked up to the giant stone circle and said "liberatio" and Addwaitya fell to the ground and Ignaceous said "We should not release him Addwaitya is dangerous at least place a binding spell on him so he cannot use his powers."

Gwen said "alright" and recited the spell "necte artes magicas" and mana cuffs appeared around his wrists." I walked up to him and said "Addwaitya who did to you" and he said "the usurper took my power, took my throne, took my world." Ben then walked up and said "Addwaitya this thief who stole your powers you know where to find them right.

Take us to him and we'll help you take him down" and Addwaitya who seemed crazier by the minutes said "down take the usurper down, punish the thief vengeance come" and he ran off. Ignaceous said "this is a terrible idea" and Kevin said "I've got to go with iggy on this one" and Ben said "how else are we suppose to find the bad guy."

Erza said "well this is the only way now but if some pink-haired pyromaniac didn't throw that stone over the edge of this cliff we would have been able to track them with that stone." We came to what appeared to be a waterfall that the source was floating above us and Gwen said "it feels like we've been walking for miles" and then looked at Ignaceous "that is water right" and he said "yes."

We all decided to take a little water break and Kevin said "dude teaming up with evil guys never ends well" and Ben said "what about you" and Kevin said "what about me I'm not evil I had a rough childhood." Ben said "what about Dr. Animo" and Kevin said "tried to kill us" and Ben said "Darkstar" and Kevin said "betrayed us and then tried to kill us."

Ben kept listing off different people that have tried to kill us before when what appeared to be suddenly a giant water monster appeared and grabbed most of us. After swinging us around for a bit Kevin said "seriously I think I'm going to hurl" and Ben who had avoided being grabbed, dodged some of the water tentacles and transformed into a form that I hadn't seen before.

He then grabbed a rock and held it above his head and ate it before shooting a beam of green light from this fin on his head which when through the water monster but destroyed the rock it was being formed from. Kevin said "I did not see that coming" and Gwen then noticed that Ignaceous was knocked apart. As she ran over to him with us following, he said "do not worry my friends.

We are a durable race my wounds will heal in a few hours" and Natsu said "but we don't have a few hours" and Gwen said "Natsu" in an angry sort of way." Ignaceous said "no he is right you must follow addwaitya, defeat him and the usurper and free this land once and for all." After a little while longer walking we came to a rock wall and we started climbing up it which was easier then it seemed like it would be.

Gwen said "I think Addwaitya is just beyond this ridge but there's also mana a lot of it and something I don't quite recognize." I said "let's just spy on this for now" and we looked over the rock formation that was in front of us and saw this giant machine that seemed to be operated by the man power of more of those stone golems.

Addwaitya then appeared and said "usurper of my throne thief of magic come out and face the mighty Addwaitya." One of the things that Addwaitya was using as guard dogs when he was in power walked forward and riding it was Charmcaster. She said "okay who let the old windbag lose" and I had a feeling we were all shocked by this since she was wearing the alpha rune which if I remembered correctly gave her control over this world.

Addwaitya was still under the delusion that he was all powerful and said "insolent fool taste now the wrath of Addwaitya" and he started a spell "animo arenam ut haben vindic" only to be cut off as he was lifted into the air by Charmcaster. She said "I was going to milk your power for a little while longer but since you're being such a jerk about it."

She then closed her fist which caused Addwaitya to jerk around for a moment before this magenta energy came out of him and flew toward the machine which left him dead on the ground. Ben said "did she just" and I said "yeah I'm pretty sure she did." Charmcaster then said "you might as well come out where I can see you even Ben Tennyson, his ridiculous cousin, their thuggish sidekick, and their group of idiot savants can't stop me from draining the life force of every living thing in this dimension."

We all stood up and Gwen said "why are you doing this" and she said "oh Gwenny I thought you understood it's the same reason I've done everything I want my father back." Kevin being as blunt as he normally is said "your father is dead" and Charmcaster said "for the moment but my sorcerer's engine will soon change all of that."

Gwen said "but that's it's the darkest of dark magic it's forbidden" and I said "just like on earthland where the R-system is forbidden." Charmcaster said "as I've always said rules were made to be broken and now that little miss made of magic has arrived it's time to do some breaking." She shot this beam of energy at us which threw most of us back except Gwen who had only managed to stay standing due to her shield."

Gwen said "I'll handle her you guys figure out how to stop that machine" and Natsu said "oh yeah I'm all fired up" and he just jumped off the cliff and after landing started running toward the machine. As Ben and the rest of us got there he was already knocking the golems aside and he called out the name of his attack **"fire dragon's roar"** only for it to have no effect.

He said okay let's try this **fire dragon's wing attack"** and that only broke the machine a little bit" and Ben transformed into the same alien as when he defeated that water monster thing. He then knocked a golem aside with the fin and then used another as a springboard to get up onto the machine. I landed beside him in my base Satan soul form and he started ripping the metal off of the machine and started eating it.

Kevin said "Tennyson I could use some metal here" and he ripped another piece off and hit the guard dog thing in the head with it which caused it to be knocked down. Kevin then absorbed it and started attacking the guard dog which seemed to have gotten up again while Ben said "wow my eyes are bigger than my stomach I need a plan b."

He then transformed into Chromastone and flew up to the top of the machine with me following behind him and we landed on the edge of the top. I said "don't tell me your going to do what I think you're going to do" and he said "it has to be done" and he stepped into the beam of pure mana and after a few grunts said "harder than I thought" and he slapped the dial on his chest and was in the middle of transforming into Ultimate chromastone when his body was disintegrated from the pure mana.

It appeared that the beam only managed to disintegrate chromastone since Ben's body was still whole but he was falling to the ground. Just before he managed to hit the ground, I caught him but he was enclosed in a magenta glow and after a moment the same thing happened to him as what happened to Addwaitya."

Charmcaster took advantage of Gwen's shock that Ben had just died and shot a beam at her only for Kevin to take it and then the same thing to happen to him. Charmcaster then shot beams of mana at each of us from her whole body and every time the beams hit the same thing happened first to Natsu, then Grey, then Lucy, then Erza, then Lisanna, and then one of the beams hit me.

Charmcaster's P.O.V

As I killed all her friends that came with her Gwen had turned into her anodite form and I said "just what I've been waiting for" and I activated the alpha rune which absorbed all her power and then killed her. I said "now If you'll excuse me I've got a very important call to make" and I recited the summoning spell after holding the alpha rune above my head.

After a moment a rift opened in the sky and I put the alpha rune back on and a deep voice said "who has summoned me" and I said "I have called you old one I ask that my father be restored to life." The voice said "and what do you offer in return" and I said "600,000 souls the life force of every living thing in this dimension" and the voice said "the bargain is made are you prepared to make payment."

I then recited the spell which killed off the remaining guard dogs and my stone golems and after a light show a soul was formed and landed on the ground. As I ran into his arms he said "hope is it really you you've grown" and I said "oh daddy I've missed you so much." He said "but I don't understand how is this possible" and I said "I did it daddy I studied for years and I found the secret spells and talismans.

I sacrificed every living thing in legerdemain all for you" and he said "you did what" and I said "I had to daddy it was the only way." He said "I gave my life so you could be free of all this how could you even conceive of something so evil." I said "but I did it for you" and he said "I thought that if I just get you away from legerdemain you might have a chance at a normal life.

Instead you became a worse tyrant then Addwaitya ever was" and at this moment all I could say was "daddy no" and he said "I'm sorry I wasn't there when you needed me Hope but I can't stay here knowing my life was bought at the cost of so many others. Goodbye my daughter I love you" and he disappeared back into the rift that his soul had come out of.

The voice from the sky said "if the bargain is refused then the payment must be returned such is the way of magic" and the souls that I had worked so hard to gather returned to the bodies they had come from.

Mira's P.O.V

After getting up again I said "what just happened were we killed" and Ben said "yeah I think so" and Natsu shot up from the ground and said "okay let me at her." He was however restrained by Erza and Grey and Grey said "chill out man" and he said "no I need to pay her back double for killing me" and then I pointed at her kneeling form.

I then whispered in his ear "could you really deal with knocking her out when she's already given up" and he stopped struggling and muttered "no I guess not." Lisanna walked up to her and said "what are you going to do now" and she said in a low voice "I don't know I just don't know." As we were flying back to the plumber's base after leaving legerdemain Ben said "coming back from the dead really builds up a thirst.

Whose up for a smoothie" and when no one responded "he said "really nobody" and I said "now's really not the right time for a smoothie." Gwen said "I can't imagine what Charmcaster's going through" Natsu said "hard to feel sympathy for someone who though so little for people's lives" and Gwen said "but she spent her whole life going after one thing and now that thing is gone and she's just empty.

How do you fill that void" and Natsu actually said something smart for once "it's not easy and you can never really fill the void completely but if you make enough friends then you can begin to fill it."

 **Yet another chapter done in the next chapter we'll be going over the events of the Ben 10 ultimate alien episode titled couple's retreat. Anyway, in my personal opinion this is one of the most heartwrenching episodes of the whole Ben 10 series mainly because of the ending there. Anyway I don't have anything else to say so until next time this is Diamondholder signing off.**


End file.
